10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2019

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NUMBER: 001-31817

CEDAR REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland	42-1241468
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
44 South Bayles Avenue, Port Washington, NY	11050-3765
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (516) 767-6492

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered	Trading Symbol(s)
Common Stock, $0.06 par value	New York Stock Exchange	CDR
7-1/4% Series B Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value	New York Stock Exchange	CDRpB
6-1/2% Series C Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value	New York Stock Exchange	CDRpC

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ☐    No  ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.   Yes  ☐    No  ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

Based on the closing sales price on June 30, 2019 of $2.65 per share, the aggregate market value of the voting stock held by non-affiliates of the registrant was approximately $225,311,000.

The number of shares outstanding of the registrant’s Common Stock $.06 par value was 89,352,996 on February 10, 2020.

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the registrant’s definitive proxy statement relating to its 2020 annual meeting of shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K.

CEDAR REALTY TRUST, INC.

TABLE OF CONTENTS

PART I
1 and 2.	Business and Properties	3
1A.	Risk Factors	10
1B.	Unresolved Staff Comments	23
3.	Legal Proceedings	23
4.	Mine Safety Disclosures	24
PART II
5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	24
6.	Selected Financial Data	25
7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
7A.	Quantitative and Qualitative Disclosures about Market Risk	38
8.	Financial Statements and Supplementary Data	40
9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	72
9A.	Controls and Procedures, including Management Report on Internal Control Over Financial Reporting	72
9B.	Other information	75
PART III
10.	Directors, Executive Officers and Corporate Governance	75
11.	Executive Compensation	75
12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	75
13.	Certain Relationships and Related Transactions, and Director Independence	75
14.	Principal Accountant Fees and Services	75
PART IV
15.	Exhibits and Financial Statement Schedules	76
16.	Form 10-K Summary	78

2

Part I.

Items 1 and 2. Business and Properties

Cedar Realty Trust, Inc. (the “Company”) is a real estate investment trust (“REIT”) that focuses primarily on ownership, operation and redevelopment of grocery-anchored shopping centers in high-density urban markets from Washington, D.C. to Boston. At December 31, 2019, the Company owned and managed a portfolio of 56 operating properties (excluding properties “held for sale”) totaling 8.3 million square feet of gross leasable area (“GLA”). The portfolio was 93.2% leased and 91.5% occupied at December 31, 2019.

The Company, organized in 1984, has elected to be taxed as a real estate investment trust (“REIT”) under applicable provisions of the Internal Revenue Code of 1986, as amended (the “Code”). To qualify as a REIT under those provisions, the Company must have a preponderant percentage of its assets invested in, and income derived from, real estate and related sources. The Company’s objectives are to provide to its shareholders a professionally-managed real estate portfolio consisting primarily of grocery-anchored shopping centers from Washington, D.C. to Boston, which will provide substantial cash flow, currently and in the future, taking into account an acceptable modest risk profile, and which will present opportunities for additional growth in income and capital appreciation.

The Company, organized as a Maryland corporation, has established an umbrella partnership structure through the contribution of substantially all of its assets to Cedar Realty Trust Partnership L.P. (the “Operating Partnership”), organized as a limited partnership under the laws of Delaware. The Company conducts substantially all of its business through the Operating Partnership. At December 31, 2019, the Company owned a 99.4% general and limited partnership interest in, and was the sole general partner of, the Operating Partnership. The limited partners’ interest in the Operating Partnership (0.6% at December 31, 2019) is represented by Operating Partnership Units (“OP Units”). The carrying amount of such interest is adjusted at the end of each reporting period to an amount equal to the limited partners’ ownership percentage of the Operating Partnership’s net equity. The 537,000 OP Units outstanding at December 31, 2019 are economically equivalent to shares of the Company’s common stock. The holders of OP Units have the right to exchange their OP Units for the same number of shares of the Company’s common stock or, at the Company’s option, for cash.

The Company derives substantially all of its revenues from rents and operating expense reimbursements received pursuant to long-term leases. The Company’s operating results therefore depend on the ability of its tenants to make the payments required by the terms of their leases. The Company focuses its investment activities on grocery-anchored shopping centers. The Company believes that, because of the need of consumers to purchase food and other staple goods and services generally available at such centers, its type of “necessities-based” properties should provide relatively stable revenue flows even during difficult economic times.

The Company, the Operating Partnership, their subsidiaries and affiliated partnerships are separate legal entities. For ease of reference, the terms “we”, “our”, “us”, “Company” and “Operating Partnership” (including their respective subsidiaries and affiliates) refer to the business and properties of all these entities, unless the context otherwise requires. The Company’s executive offices are located at 44 South Bayles Avenue, Port Washington, New York 11050-3765 (telephone 516-767-6492). The Company also maintains property management, construction management and/or leasing offices at several of its shopping-center properties. The Company’s website can be accessed at www.cedarrealtytrust.com, where a copy of the Company’s Forms 10-K, 10-Q, 8-K and other filings with the Securities and Exchange Commission (“SEC”) can be obtained free of charge. These SEC filings are added to the website as soon as reasonably practicable. The Company’s Code of Ethics, corporate governance guidelines and committee charters are also available on the website. Information on the website is not part of this Form 10-K.

The Company’s Properties  

The following tables summarize information relating to the Company’s portfolio as of December 31, 2019:

	Number of				Percentage
State	properties		GLA		of GLA
Pennsylvania		23		4,043,807		48.6	%
Connecticut		7		1,141,979		13.7	%
Massachusetts		7		1,122,616		13.5	%
Maryland / Washington, D.C.		8		972,525		11.7	%
Virginia		6		424,731		5.1	%
New Jersey		3		307,327		3.7	%
New York		1		195,485		2.3	%
Delaware		1		119,446		1.4	%
Total portfolio		56		8,327,916		100.0	%

3

Tenant Concentration

	Number									Annualized		Percentage
	of				Percentage			Annualized		base rent		annualized
Tenant	stores		GLA		of GLA			base rent		per sq. ft.		base rents
Top twenty tenants (a):
Giant Foods		8		538,000		6.5	%	$	9,007,000	$	16.74		8.4	%
Shop Rite		4		252,000		3.0	%		4,401,000		17.46		4.1	%
Stop & Shop		3		211,000		2.5	%		2,786,000		13.20		2.6	%
Dollar Tree		21		224,000		2.7	%		2,391,000		10.67		2.2	%
LA Fitness		4		158,000		1.9	%		2,110,000		13.35		2.0	%
Big Y		2		106,000		1.3	%		2,006,000		18.92		1.9	%
Home Depot		2		253,000		3.0	%		1,977,000		7.81		1.9	%
Staples		5		106,000		1.3	%		1,773,000		16.73		1.7	%
BJ's Wholesale Club		1		118,000		1.4	%		1,760,000		14.92		1.6	%
Marshalls		6		170,000		2.0	%		1,558,000		9.16		1.5	%
United Artists		1		78,000		0.9	%		1,538,000		19.72		1.4	%
Food Lion		4		163,000		2.0	%		1,530,000		9.39		1.4	%
Shoppers Food Warehouse		2		120,000		1.4	%		1,297,000		10.81		1.2	%
Planet Fitness		5		99,000		1.2	%		1,279,000		12.92		1.2	%
Walmart		3		192,000		2.3	%		1,193,000		6.21		1.1	%
Redner's		3		159,000		1.9	%		1,160,000		7.30		1.1	%
Kohl's		2		147,000		1.8	%		1,031,000		7.01		1.0	%
Home Goods		4		105,000		1.3	%		999,000		9.51		0.9	%
PetSmart		3		63,000		0.8	%		971,000		15.41		0.9	%
Shaw's		1		68,000		0.8	%		925,000		13.60		0.9	%
Sub-total top twenty tenants		84		3,330,000		40.0	%		41,692,000		12.52		39.0	%
Remaining tenants		732		4,289,000		51.5	%		65,151,000		15.19		61.0	%
Sub-total all tenants (b)		816		7,619,000		91.5	%	$	106,843,000	$	14.02		100.0	%
Vacant space	N/A			709,000		8.5	%
Total		816		8,328,000		100.0	%

(a) Several of the tenants listed above share common ownership with other tenants:

(1) Giant Foods, Stop & Shop and Food Lion, and (2) Marshalls, Home Goods, and TJ Maxx (GLA of 30,000; annualized base rent of $315,000).

(b) Comprised of large tenants (15,000 or more GLA) and small tenants as follows:

			Percentage					Annualized		Percentage
	Occupied		of occupied			Annualized		base rent		annualized
	GLA		GLA			base rent		per sq. ft.		base rents
Large tenants		5,247,000		68.9	%	$	58,793,000	$	11.21		55.0	%
Small tenants		2,372,000		31.1	%		48,050,000		20.26		45.0	%
Total		7,619,000		100.0	%	$	106,843,000	$	14.02		100.0	%

4

Lease Expirations

										Annualized		Percentage
	Number				Percentage			Annualized		expiring		of annualized
Year of lease	of leases		GLA		of GLA			expiring		base rents		expiring
expiration	expiring		expiring		expiring			base rents		per sq. ft.		base rents
Month-To-Month		50		273,000		3.6	%	$	4,865,000	$	17.82		4.6	%
2020		90		548,000		7.2	%		8,786,000		16.03		8.2	%
2021		134		864,000		11.3	%		14,358,000		16.62		13.4	%
2022		105		593,000		7.8	%		9,705,000		16.37		9.1	%
2023		77		580,000		7.6	%		8,275,000		14.27		7.7	%
2024		92		874,000		11.5	%		11,526,000		13.19		10.8	%
2025		82		1,094,000		14.4	%		14,401,000		13.16		13.5	%
2026		34		283,000		3.7	%		4,571,000		16.15		4.3	%
2027		34		272,000		3.6	%		3,828,000		14.07		3.6	%
2028		36		377,000		4.9	%		4,542,000		12.05		4.3	%
2029		41		700,000		9.2	%		8,948,000		12.78		8.4	%
2030		18		513,000		6.7	%		4,935,000		9.62		4.6	%
Thereafter		23		648,000		8.5	%		8,103,000		12.50		7.6	%
All tenants		816		7,619,000		100.0	%	$	106,843,000	$	14.02		100.0	%
Vacant space	N/A			709,000	N/A
Total portfolio		816		8,328,000	N/A

5

Real Estate Summary

								Average
	Year				Percent			base rent per		Major Tenants (a)
Property Description	acquired		GLA		occupied			leased sq. ft.		Name	GLA
Connecticut
Bethel Shopping Center		2013		101,105		95.1	%	$	23.39	Big Y		63,817
Brickyard Plaza		2004		227,598		99.2	%		8.75	Home Depot		103,003
										Kohl's		58,966
										Michaels		21,429
										PetSmart		20,405
Groton Shopping Center		2007		130,264		100.0	%		12.42	TJ Maxx		30,000
										Goodwill		21,306
										Aldi		17,664
										Planet Fitness		17,500
Jordan Lane		2005		177,504		74.5	%		12.81	Stop & Shop		60,632
										Crunch Fitness		20,283
New London Mall		2009		259,566		93.4	%		14.97	Shop Rite		64,017
										Marshalls		30,627
										Home Goods		25,432
										PetSmart		23,500
										A.C. Moore		20,932
Oakland Commons		2007		90,100		100.0	%		6.37	Walmart		54,911
										Bristol Ten Pin		35,189
Southington Center		2003		155,842		98.5	%		7.85	Walmart		95,482
										NAMCO		20,000
Total Connecticut				1,141,979		93.7	%		12.09
Delaware
Christina Crossing		2017		119,446		90.7	%		19.36	Shop Rite		68,621
Maryland / Washington, D.C.
East River Park		2015		150,038		97.4	%		22.03	Safeway		40,000
										District of Columbia		34,400
Metro Square		2008		71,896		100.0	%		18.66	Shoppers Food Warehouse		58,668
Oakland Mills		2005		59,308		89.3	%		11.68	LA Mart		39,279
San Souci Plaza (b)		2009		264,134		82.3	%		11.38	Shoppers Food Warehouse		61,466
										Marshalls		27,000
										Home Goods		19,688
										World Gym		15,612
Senator Square		2018		61,691		100.0	%		21.11	Unity Health Care		18,750
Shoppes at Arts District		2016		35,676		100.0	%		36.76	Busboys and Poets		9,889
										Yes! Organic Market		7,169
Valley Plaza		2003		190,939		100.0	%		5.94	K-Mart		95,810
										Ollie's Bargain Outlet		41,888
										Tractor Supply		32,095
Yorktowne Plaza		2007		138,843		74.6	%		13.31	Food Lion		37,692
Total Maryland / Washington, D.C.				972,525		90.5	%		14.52
Massachusetts
Fieldstone Marketplace	2005/2012			150,123		78.8	%		12.32	Shaw's		68,000
										Work Out World		32,250
Franklin Village Plaza	2004/2012			303,524		90.1	%		21.12	Stop & Shop		75,000
										Marshalls		26,890
										Boost Fitness		15,807
Kings Plaza		2007		168,243		81.0	%		8.63	Fun Z Trampoline Park		42,997
										Ocean State Job Lot		20,300
										Savers		19,339
Norwood Shopping Center		2006		97,756		96.1	%		10.10	Big Y		42,598
										Planet Fitness		18,830
										Dollar Tree		16,798
The Shops at Suffolk Downs		2005		121,187		100.0	%		14.07	Stop & Shop		74,977

6

								Average
	Year				Percent			base rent per		Major Tenants (a)
Property Description	acquired		GLA		occupied			leased sq. ft.		Name	GLA
Massachusetts (continued)
Timpany Plaza		2007		182,799		67.4	%		9.96	Big Lots		28,027
										Gardner Theater		27,576
										Tractor Supply		19,831
Webster Commons		2007		98,984		96.7	%		11.77	Big Lots		37,024
										Planet Fitness		18,681
Total Massachusetts				1,122,616		85.7	%		13.95
New Jersey
Pine Grove Plaza		2003		86,089		80.9	%		11.84	Peebles		24,963
The Shops at Bloomfield Station		2016		63,844		89.9	%		19.97	Super Foodtown		28,505
Washington Center Shoppes		2001		157,394		89.5	%		10.34	Acme Markets		66,046
										Planet Fitness		20,742
Total New Jersey				307,327		87.2	%		12.80
New York
Carman's Plaza		2007		195,485		85.2	%		19.95	24 Hour Fitness		54,106
										Key Foods		32,570
										Department of Motor Vehicle		19,310
Pennsylvania
Academy Plaza		2001		137,415		90.3	%		15.68	Acme Markets		50,918
Camp Hill		2002		430,198		99.7	%		15.24	Boscov's		159,040
										Giant Foods		92,939
										LA Fitness		45,000
										Barnes & Noble		24,908
										Staples		20,000
Colonial Commons		2011		410,432		98.6	%		13.71	Giant Foods		67,815
										Dick's Sporting Goods		56,000
										Home Goods		31,436
										Ross Dress For Less		30,000
										Marshalls		27,000
										JoAnn Fabrics		25,500
										David's Furniture		24,970
										Old Navy		15,500
Crossroads II (b)		2008		133,717		95.0	%		20.65	Giant Foods		78,815
Fairview Commons		2007		52,964		75.3	%		10.14	Grocery Outlet		16,650
Fishtown Crossing (f/k/a Port Richmond Village)		2001		120,375		91.8	%		14.82	IGA Supermarket		40,000
										Pep Boys		20,615
Girard Plaza		2019		35,688		100.0	%		15.03	Save A Lot		17,228
Gold Star Plaza		2006		71,720		95.5	%		8.94	Redner's		48,920
Golden Triangle		2003		202,790		87.1	%		13.19	LA Fitness		44,796
										Marshalls		30,000
										Staples		24,060
										Immunotek		15,242
Halifax Plaza		2003		51,510		100.0	%		13.54	Giant Foods		32,000
Hamburg Square		2004		102,058		96.7	%		6.49	Redner's		56,780
										Chesaco RV		31,570
Lawndale Plaza		2015		92,773		100.0	%		18.65	Shop Rite		63,342
Meadows Marketplace	2004/2012			91,518		92.4	%		15.75	Giant Foods		67,907
Newport Plaza		2003		64,489		100.0	%		12.81	Giant Foods		43,400
Northside Commons		2008		69,136		100.0	%		10.20	Redner's		53,019
Palmyra Shopping Center		2005		111,051		89.7	%		7.73	Weis Markets		46,912
										Goodwill		18,104
Quartermaster Plaza		2014		456,602		90.7	%		14.79	Home Depot		150,000
										BJ's Wholesale Club		117,718
										Planet Fitness		23,146
										Staples		20,388
										PetSmart		19,089

7

								Average
	Year				Percent			base rent per			Major Tenants (a)
Property Description	acquired		GLA		occupied			leased sq. ft.			Name	GLA
Pennsylvania (continued)
Riverview Plaza		2003		189,032		100.0	%		20.24		United Artists		77,700
											Avalon Carpet		25,000
											Pep Boys		22,000
											Staples		18,000
South Philadelphia		2003		194,435		93.8	%		13.63		Shop Rite		55,533
											Ross Dress For Less		31,349
											LA Fitness		31,000
											Modell's		20,000
											Kid City		16,623
Swede Square		2003		100,816		85.0	%		18.31		LA Fitness		37,200
The Point		2000		262,620		85.6	%		14.87		Giant Foods		76,627
											Burlington Coat Factory		44,147
											A.C. Moore		24,890
											Staples		24,000
Trexler Mall		2005		337,297		79.6	%		11.22		Kohl's		88,248
											Lehigh Wellness Partners		33,227
											Maxx Fitness		28,870
											Marshalls		28,488
											Home Goods		28,181
Trexlertown Plaza		2006		325,171		94.5	%		14.09		Giant Foods		78,335
											Hobby Lobby		57,512
											Burlington Coat Factory		40,000
											Big Lots		33,824
											Tractor Supply		19,097
Total Pennsylvania				4,043,807		92.7	%		14.29
Virginia
Coliseum Marketplace		2005		106,648		100.0	%		17.13		Kroger		57,662
											Michaels		23,981
Elmhurst Square		2006		66,254		93.1	%		10.53		Food Lion		38,272
General Booth Plaza		2005		71,639		100.0	%		15.19		Food Lion		53,758
Glen Allen Shopping Center		2005		63,328		100.0	%		7.14		Publix		63,328
Kempsville Crossing		2005		78,162		93.0	%		11.61		Walmart		41,975
											The Iron Asylum		16,938
Oak Ridge Shopping Center		2006		38,700		100.0	%		11.03		Food Lion		33,000
Total Virginia				424,731		97.6	%		12.75
Total                     (93.2% leased at December 31, 2019)				8,327,916		91.5	%	$	14.02	(c)

(a) Major tenants are determined as tenants with 15,000 or more sq.ft. of GLA, tenants at single-tenant properties, or the largest tenant at a property, based on GLA.

(b) The Company has a 40% ownership interest in the San Souci Plaza joint venture and a 60% ownership interest in the Crossroads II joint venture. Based on partnership promotes, additional equity interests, and/or other terms of the related joint venture agreements, the Company currently recognizes the results of operations of these joint ventures in excess of its stated percentage ownership.

(c) Average base rent is calculated as the aggregate, annualized contractual minimum rent for all occupied spaces divided by the aggregate GLA of all occupied spaces as of December 31, 2019. Tenant concessions are reflected in this measure except for a limited number of short-term (generally one to three months) free rent concessions provided to new tenants that took occupancy prior to the end of the reporting period but within the concession period. Average base rent would have been $13.86 per square foot if all such free rent concessions were reflected.

The terms of the Company’s retail leases generally vary from tenancies at will to 25 years, excluding renewal options. Anchor tenant leases are typically for 10 to 25 years, with one or more renewal options available to the lessee upon expiration of the initial lease term. By contrast, smaller store leases are typically negotiated for five-year terms. The longer terms of major tenant leases serve to protect the Company against significant vacancies and to assure the presence of strong tenants which draw consumers to its centers. The shorter terms of smaller store leases allow the Company under appropriate circumstances to adjust rental rates periodically and, where possible, to upgrade or adjust the overall tenant mix.

Most leases contain provisions requiring tenants to pay their pro rata share of real estate taxes, insurance and certain operating costs. Some leases also provide that tenants pay percentage rent based upon sales volume generally in excess of certain negotiated minimums.

8

Excluding properties held for sale or sold, Giant Food Stores, LLC, Stop & Shop, Inc. and Food Lion, LLC, each of which is owned by Ahold N.V., a Netherlands corporation, leased an aggregate of approximately 11% of the Company’s GLA at December 31, 2019, and accounted for an aggregate of approximately 12% of the Company’s total revenues during 2019. No other tenant leased more than 10% of GLA at December 31, 2019, or contributed more than 10% of total revenues during 2019.

Executive Offices

The Company’s executive offices are located at 44 South Bayles Avenue, Port Washington, New York, pursuant to a lease which expires in February 2021, subject to a one year extension option.

Competition

The Company believes that competition for the acquisition and operation of grocery-anchored shopping centers is highly fragmented. It faces competition from institutional investors, public and private REITs, owner‑operators engaged in the acquisition, ownership, redevelopment and leasing of shopping centers, as well as from numerous local, regional and national real estate developers and owners in each of its markets. It also faces competition in leasing available space at its properties to prospective tenants. Competition for tenants varies depending upon the characteristics of each local market in which the Company owns and manages properties. The Company believes that the principal competitive factors in attracting tenants in its market are location, price and other lease terms, the presence of anchor tenants, the mix, quality and sales results of other tenants, and maintenance, appearance, access and traffic patterns of its properties.

Environmental Matters

Under various federal, state, and local laws, ordinances and regulations, an owner or operator of real estate may be required to investigate and clean up hazardous or toxic substances or other contaminants at property owned, leased, managed or otherwise operated by such person, and may be held liable to a governmental entity or to third parties for property damage, and for investigation and cleanup costs in connection with such contamination. The cost of investigation, remediation or removal of such substances may be substantial, and the presence of such substances, or the failure to properly remediate such conditions, may adversely affect the owner’s, lessor’s or operator’s ability to sell or rent such property or to arrange financing using such property as collateral. In connection with the ownership, operation, redevelopment and management of real estate, the Company may potentially become liable for removal or remediation costs, as well as certain other related costs and liabilities, including governmental fines and injuries to persons and/or property. Generally, the Company’s tenants must comply with environmental laws and meet any remediation requirements. In addition, leases typically impose obligations on tenants to indemnify the Company from any compliance costs the Company may incur as a result of environmental conditions on the property caused by the tenant. However, if a lease does not require compliance and/or indemnification, or if a tenant fails to or cannot comply, the Company could be forced to pay these costs.

The Company believes that environmental studies conducted at the time of acquisition with respect to its properties did not reveal any material environmental liabilities for which the Company is responsible and that would have a material adverse effect on its business, results of operations or liquidity. However, no assurances can be given that existing environmental studies with respect to any of the properties reveal all environmental liabilities, that any prior owner of or tenant at a property did not create a material environmental condition not known to the Company, or that a material environmental condition does not otherwise exist at any one or more of its properties. If a material environmental condition does in fact exist, it could have an adverse impact upon the Company’s financial condition, results of operations and liquidity.

Employees

As of December 31, 2019, the Company had 74 full-time employees and one part-time employee. The Company believes that its relations with its employees are good.

9

Item 1A. Risk Factors

Set forth below are the risk factors that we believe are material to our investors. Each of these risk factors could adversely affect our business operating results and/or financial condition, as well as adversely affect the value of our common stock and other securities. In addition to the following disclosures, please refer to the other information contained in this Annual Report on Form 10-K including the accompanying consolidated financial statements and the related notes. This section contains forward-looking statements. You should refer to the explanation of the qualifications and limitation on forward-looking statements appearing elsewhere in this Annual Report on Form 10-K.

These risk factors are not exhaustive.  We operate in a competitive and rapidly changing environment. New risk factors emerge from time to time and it is not possible for us to predict all risk factors, nor can we assess the impact of all risk factors on our business or the extent to which any factor, or combination of factors, may affect our business. Investors should also refer to our quarterly reports on Form 10-Q and current reports on Form 8-K for future periods for material updates to these risk factors.

Risks Related to Our Properties and Our Business

Our properties consist primarily of grocery-anchored shopping centers. Our performance therefore is linked to economic conditions in the market for retail space generally.

Our properties consist primarily of grocery-anchored shopping centers, and our performance therefore is linked to economic conditions in the market for retail space generally.  This also means that we are subject to the risks that affect the retail environment generally, including the levels of consumer spending, the willingness of retailers to lease space in our shopping centers, tenant bankruptcies, the impact of e-commerce on the demand for retail space, ongoing consolidation in the retail sector, and changes in economic conditions and consumer confidence.  A downturn in the U.S. economy and reduced consumer spending could impact our tenants’ ability to meet their lease obligations due to poor operating results, lack of liquidity or other reasons, and therefore decrease the revenue generated by our properties and/or the value of our properties.  Our ability to lease space and negotiate and maintain favorable rents could also be negatively impacted by the state of the U.S. economy.  Moreover, the demand for leasing space in our shopping centers could also significantly decline during a significant downturn in the U.S. economy that could result in a decline in our occupancy percentage and reduction in rental revenues. Any sustained levels of high unemployment can be expected to have a serious negative impact on consumer spending and sales by tenants at our shopping centers.

The geographic concentration of our properties in the Washington, D.C. to Boston corridor exposes us to greater economic risks than if the distribution of our properties encompassed a broader region.

Our properties are located largely in the region that straddles the Washington, D.C. to Boston corridor, which exposes us to greater economic risks than if our properties were more diversely located (in particular, 23 of our properties are located in Pennsylvania). Any adverse economic or real estate developments resulting from the regulatory environment, business climate, fiscal problems or weather in such regions could have an adverse impact on our prospects. In addition, the economic condition of each of our markets may be dependent on one or more industries. An economic downturn in one of these industry sectors may result in an increase in tenant vacancies, which may harm our performance in the affected markets.

Our performance and value are subject to risks associated with real estate assets and with the real estate industry.

Our performance and value are subject to risks associated with real estate assets and with the real estate industry, including, among other things, risks related to adverse changes in national, regional and local economic and market conditions. Our continued ability to make expected distributions to our shareholders depends on our ability to generate sufficient revenues to meet operating expenses, future debt service and capital expenditure requirements. Events and conditions generally applicable to owners and operators of real property that are beyond our control may decrease cash available for distribution and the value of our properties.

10

These events and conditions include, but may not be limited to, the following:

• local oversupply, increased competition or declining demand for real estate;

• local economic conditions, which may be adversely impacted by plant closings, business layoffs, industry slow‑downs, natural disasters and other factors;

• weather conditions that may increase or decrease energy costs and other weather-related expenses;

• non-payment or deferred payment of rent or other charges by tenants, either as a result of tenant-specific financial ills, or general economic events or circumstances adversely affecting consumer disposable income or credit;

• vacancies or an inability to rent space on acceptable terms;

• increased operating costs, including real estate taxes, insurance premiums, utilities, costs associated with the need to periodically renovate and re-lease space, and repairs and maintenance;

• volatility and/or increases in interest rates, or the non-availability of funds in the credit markets in general;

• increased costs of complying with current, new or expanded governmental regulations;

• the relative illiquidity of real estate investments;

• changing market demographics;

• changing traffic patterns; and

• an inability to refinance maturing debt in acceptable amounts and/or on acceptable terms.

In addition, costs associated with our operations, such as real estate and personal property taxes, insurance, and mortgage payments, generally are not reduced even as occupancy or rental rates decrease, tenants fail to pay base and additional rent or other circumstances cause a reduction in income. As a result, our financial performance, cash flow from operations and our ability to make distributions to our shareholders may be adversely affected.

Our success depends on key personnel whose continued service is not guaranteed.

Our success depends on the efforts of key personnel, whose continued service is not guaranteed. Key personnel could be lost because we could not offer, among other things, competitive compensation programs. If one or more of our senior executives or key employees are unable to continue in their present positions or if their employment contracts are terminated or not renewed, we may not be able to replace them easily or at all. Competition for key personnel is intense, and such experienced individuals in our industry are in short supply. The loss of services of key personnel could materially and adversely affect our operations because of diminished relationships with lenders, sources of equity capital, construction companies, and existing and prospective tenants, and the ability to conduct our business and operations without material disruption.

The level of our indebtedness and any constraints on credit may impede our operating performance, and put us at a competitive disadvantage.

The level of our indebtedness may harm our business and operating results by (1) requiring us to use a substantial portion of our available liquidity to pay required debt service and/or repayments or establish additional reserves, which would reduce amounts available for distributions, (2) placing us at a competitive disadvantage compared to competitors that have less debt or debt at more favorable terms, (3) making us more vulnerable to economic and industry downturns and reducing our flexibility in responding to changing business and economic conditions, and (4) limiting our ability to borrow more money for operations or capital expenditures.  In addition, increases in interest rates may impede our operating performance and put us at a competitive disadvantage. Further, payments of required debt service or amounts due at maturity, or creation of additional reserves under loan agreements, could adversely affect our liquidity. Our organizational documents do not limit the level or amount of debt that we may incur, no do we have a policy limiting our debt to any particular level.

We may be adversely affected by changes in the London Interbank Offered Rate (“LIBOR”) reporting practices

As of December 31, 2019, we had (1) approximately $156.0 million of variable-rate debt outstanding, which consists of our unsecured revolving credit facility and a term loan, and (2) $425.0 million of term loans for which the Company has interest rate swap agreements which convert the LIBOR rates to fixed rates. In July 2017, the Financial Conduct Authority (“FCA”) that regulates LIBOR announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. As a result, the Federal Reserve Board and the Federal Reserve Bank of New York organized the Alternative Reference Rates Committee ("ARRC") which identified the Secured Overnight Financing Rate ("SOFR") as its preferred alternative to USD-LIBOR in derivatives and other financial contracts. We are not able to predict when LIBOR will cease to be available or when there will be sufficient liquidity in the SOFR markets. Any changes adopted by the FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change. In addition,

11

uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form.

As a relatively small public REIT, our general and administrative expenses constitute a larger percentage of our total revenues than many of our peers.

Our revenues for the year ended December 31, 2019 were $144.1 million. Because our company is smaller than many other publicly-traded REITs, our general and administrative expenses are, and will continue to be, a larger percentage of our total revenues than many other publicly-traded REITs. If we are unable to successfully execute on our strategy and grow our business, our general and administrative expenses will continue to have a greater effect on our financial performance and will reduce the amount of cash flow available to distribute to our shareholders.

Economic conditions in the U.S. economy in general, and any uncertainty in the credit markets and retail environment, could adversely affect our ability to continue to pay dividends or cause us to reduce the amount of our dividends.

We paid dividends totaling $0.20 per share during each of 2019, 2018 and 2017. However, any downturn in the state of the U.S. economy, weakness in capital markets and/or difficult retail environment may cause us to reduce or suspend the payment of dividends.

Any volatility or instability in the credit markets could adversely affect our ability to obtain new financing or to refinance existing indebtedness.

Any instability in the credit markets may negatively impact our ability to access debt financing, to arrange property‑specific financing or to refinance our existing debt as it matures on favorable terms or at all.  As a result, we may be forced to seek potentially less attractive financings, including equity investments, on terms that may not be favorable to us.  In doing so, we may be compelled to dilute the interests of existing shareholders that could also adversely reduce the trading price of our common stock.

We may be exposed to additional risks through our hedging activities, including the risks that a counterparty will not perform and that the hedge will not yield the economic benefits we anticipate.

To manage our exposure to variable interest rate risk, we use derivative instruments that involve risk, such as the risk that counterparties may fail to honor their obligations under these arrangements, or that these arrangements may not be effective in reducing our exposure to interest rate changes. There can be no assurance that our hedging arrangements will qualify for hedge accounting or that our hedging activities will have the desired beneficial impact on our results of operations. If we decide to terminate a hedging agreement, there could be significant costs and cash requirements involved to fulfill our obligations under the hedging agreement. Failure to effectively hedge against interest rate changes may adversely affect our results of operations.

In addition, under the REIT qualification provisions of the Code, income we could receive from certain hedging transactions may be treated as non-qualifying income for purposes of the REIT gross income tests. As a result of these rules, we may need to limit or entirely avoid otherwise advantageous hedging techniques.

As substantially all of our revenues are derived from rental income, failure of tenants to pay rent or delays in arranging leases and occupancy at our properties could seriously harm our operating results and financial condition.

Substantially all of our revenues are derived from rental income from our properties. Our tenants may experience a downturn in their respective businesses and/or in the economy generally at any time that may weaken their financial condition. As a result, any such tenants may delay lease commencement, fail to make rental payments when due, decline to extend a lease upon its expiration, become insolvent, or declare bankruptcy. Any leasing delays, failure to make rental or other payments when due, or tenant bankruptcies, could result in the termination of tenants’ leases, which would have a negative impact on our operating results. In addition, adverse market and economic conditions and competition may impede our ability to renew leases or re-let space as leases expire, which could harm our business and operating results.

Our business may be seriously harmed if a major tenant fails to renew its lease(s) or vacates one or more properties and prevents us from re-leasing such premises by continuing to pay base rent for the balance of the lease terms. In addition, the loss of such a major tenant could result in lease terminations or reductions in rent by other tenants at the affected properties, as provided in their respective leases. Excluding properties held for sale or sold, no tenant leased more than 10% of GLA at December 31, 2019 or contributed more than 10% of total revenues during 2019, except for Giant Food Stores, LLC, Stop & Shop, Inc. and Food Lion, LLC, each of which is owned by Ahold N.V., a Netherlands corporation, which leased an aggregate of approximately 11% of our GLA at December 31, 2019, and accounted for an aggregate of approximately 12% of our total revenues, during 2019.

12

We may be restricted from re-leasing space based on existing exclusivity lease provisions with some of our tenants. In these cases, the leases contain provisions giving the tenant the exclusive right to sell particular types of merchandise or provide specific types of services within the particular retail center, which limits the ability of other tenants within that center to sell such merchandise or provide such services. When re-leasing space after a vacancy by one of such other tenants, such lease provisions may limit the number and types of prospective tenants for the vacant space. The failure to re-lease space or to re-lease space on satisfactory terms could harm operating results.

We face potential material adverse effects from tenant bankruptcies.

Any bankruptcy filings by, or relating to, one of our tenants or a lease guarantor would generally bar efforts by us to collect pre-bankruptcy debts from that tenant, or lease guarantor, unless we receive an order permitting us to do so from the bankruptcy court. A bankruptcy by a tenant or lease guarantor could delay efforts to collect past due balances, and could ultimately preclude full or, in fact, any collection of such sums. If a lease is affirmed by the tenant in bankruptcy, all pre-bankruptcy balances due under the lease must generally be paid in full. However, if a lease is disaffirmed by a tenant in bankruptcy, we would have only an unsecured claim for damages, which would be paid normally only to the extent that funds are available, and only in the same percentage as is paid to all other members of the same class of unsecured creditors. In addition, we may be unable to replace the tenant at current rental rates. It is possible, and indeed likely, that we would recover substantially less than, or in fact no portion of, the full value of any unsecured claims we hold, and would be required to write off any straight-line rent receivable recorded for such tenant, which may in turn harm our financial condition.

Our development and redevelopment activities may not yield anticipated returns, which would harm our operating results and reduce funds available for distributions to shareholders.

We have limited experience in substantially developing and redeveloping properties in our markets. Development and redevelopment projects entail considerable risks, including:

• time lag between commencement and completion, leaving us exposed to higher-than-estimated construction costs, including labor and material costs, as well as changes in the overall rental markets;

• failure or inability to obtain construction or permanent financing on favorable terms;

• inability to sell properties we identify for sale as part of a capital recycling strategy;

• expenditure of money and time on projects that may never be completed;

• inability to secure key anchor or other tenants;

• inability to achieve projected rental rates or anticipated pace of lease-up;

• inability to obtain various government and other approvals;

• delays in completion relating to weather, labor disruptions, construction or zoning delays; and

• higher costs incurred than originally estimated.

In addition, the entitlement and development of real estate entails extensive approval processes, sometimes involving multiple regulatory jurisdictions. It is common for a project to require multiple approvals, permits and consents from U.S. federal, state and local governing and regulatory bodies. Compliance with these and other regulations and standards is time intensive and costly and may require additional long range infrastructure review and approvals which can add to project cost. In addition, development of properties containing delineated wetlands may require one or more permits from the U.S. federal government and/or state and local governmental agencies. Any of these issues can materially affect the cost, timing and economic viability of our development and redevelopment projects.

Moreover, properties we redevelop or acquire may fail to achieve the occupancy or rental rates we project, within the time frames we project, at the time we make the decision to invest, which may result in the properties’ failure to achieve the returns we projected.  Our pre-acquisition evaluation of the physical condition of each new investment may not detect certain defects or identify necessary repairs until after the property is acquired, which could significantly increase our total acquisition costs or decrease cash flow from the property.  In addition, our investigation of a property or building prior to our acquisition, and any representations we may receive from the seller of such building or property, may fail to reveal various liabilities, which could reduce the cash flow from the property or increase our acquisition cost.

At times, we may also be required to use unionized construction workers or to pay the prevailing wage in a jurisdiction to unionized workers. Due to the highly labor intensive and price competitive nature of the construction business, the cost of unionization and/or prevailing wage requirements for new developments or redevelopments could be substantial. Unionization and prevailing wage requirements could adversely affect a project’s profitability. In addition, union activity or a union workforce could

13

increase the risk of a strike, which would adversely affect our ability to meet our construction timetables, which could adversely affect our reputation and our results of operations.

Additionally, new real estate under development activities typically require substantial time and attention from management, and the time frame required for development, construction and lease-up of these properties could require several years to realize any significant cash return. The foregoing risks could cause the development of properties to hinder the Company’s growth and have an adverse effect on its results of operations and cash flows.

Developing and redeveloping properties will require significant capital investment, which may be funded through debt and equity financing, implementing a capital recycling strategy, entering into a joint venture arrangement with respect to one or more properties, or suspending or reducing distributions to our stockholders.

“New Technology” developments may negatively impact our tenants and our business.

We may be adversely affected by developments in new technology which may cause the business of certain of our tenants to become substantially diminished or functionally obsolete, with the result that such tenants may be unable to pay rent, become insolvent, file for bankruptcy protection, close their stores, or terminate their leases. Examples of the potentially adverse effects of new technology on retail businesses include, among other things, the overall effects of e-commerce.

Recent annual increases in online sales have also caused many retailers to sell products online on their websites with pick-ups at a store or warehouse or through deliveries, which may have the effect of decreasing the reported amount of their in-store sales and the amount of rent we are able to collect from them. With respect to grocer tenants, on-line grocery orders have become increasingly available, particularly in urban areas, but have not yet become a major factor affecting grocers in our portfolio.  We cannot predict with certainty how growth in e-commerce, including same-day grocery delivery services, will impact the demand for space at our properties or how much revenue will be generated at “bricks and mortar” store locations in the future. If we are unable to anticipate and respond promptly to trends in retailer and consumer behavior, our occupancy levels and financial results could suffer.

Competition may impede our ability to renew leases or re‑let spaces as leases expire, which could harm our business and operating results.

We also face competition from similar retail centers within our respective trade areas that may affect our ability to renew leases or re-let space as leases expire. Certain national retail chain bankruptcies and resulting store closings/lease disaffirmations have generally resulted in increased available retail space which, in turn, has resulted in increased competitive pressure to renew tenant leases upon expiration and to find new tenants for vacant space at such properties.  In addition, any new competitive properties that are developed within the trade areas of our existing properties may result in increased competition for customer traffic and creditworthy tenants. Increased competition for tenants may require us to make tenant and/or capital improvements to properties beyond those that we would otherwise have planned to make. Any unbudgeted tenant and/or capital improvements we undertake may reduce cash that would otherwise be available for distributions to shareholders. Ultimately, to the extent we are unable to renew leases or re-let space as leases expire, our business and operations could be negatively impacted.

The financial covenants in our loan agreements may restrict our operating or acquisition activities, which may harm our financial condition and operating results.

The financial covenants in our loan agreements may restrict our operating or acquisition activities, which may harm our financial condition and operating results. Our unsecured credit facilities and the mortgages on our properties contain customary negative covenants, such as those that limit our ability, without the prior consent of the lender, to sell or otherwise transfer any ownership interest, to further mortgage the applicable property, to enter into leases, or to discontinue insurance coverage. Our ability to borrow under our unsecured revolving credit facility is subject to compliance with these financial and other covenants, including restrictions on the maximum availability, which is based on the adjusted net operating income of designated unencumbered properties, the payment of dividends, and overall restrictions on the amount of indebtedness we can incur. If we breach covenants in our debt agreements, the lenders could declare a default and require us to repay the debt immediately and, if the debt is secured, take possession of the property or properties securing the loan.

Mortgage debt obligations could expose us to the possibility of foreclosure, which could result in the loss of our investment in a property or group of properties subject to mortgage debt.

If a property or group of properties is mortgaged to secure payment of debt and we are unable to meet mortgage payments, the holder of the mortgage or lender could foreclose on the property, resulting in a loss of our investment. Alternatively, if we decide to sell assets in the current market to raise funds to repay matured debt, it is possible that these properties will be disposed of at a loss.

14

Our properties may be subject to impairment charges.

On a periodic basis, we assess whether there are any indicators that the value of our held-for-use real estate assets and other investments may be impaired.  Held-for-use real estate assets are impaired only if the estimate of the aggregate future cash flows (undiscounted and without interest charges) to be generated by the property are less than the carrying value of the property.  The estimate of cash flows considers factors such as expected future operating income, capital expenditures, trends and prospects, the effects of demand, tenant-operator performance, competition and other factors.  If we are evaluating the potential sale of an asset or development alternatives, the future cash flow considerations include the most likely course of action at the balance sheet date based on current plans, intended holding periods and available market information including a market discount rate applied to the estimated future proceeds.  We are required to make subjective assessments as to whether there are impairments in the value of our real estate assets and other investments.  These assessments have a direct impact on our earnings because recording an impairment charge results in an immediate negative adjustment to earnings.  There can be no assurance that we will not take additional charges in the future related to the impairment of our assets.  Any future impairment could have a material adverse effect on our results of operations in the period in which the charge is taken. 

Our capital migration strategy entails various risks.

We intend to sell properties and reinvest those proceeds in the acquisition of higher quality properties in our target markets, the development and redevelopment of our properties, or use the proceeds to pay down debt. While we hope to minimize the dilutive effect of these sales on our earnings, in the near term the returns on the disposed assets are likely to exceed the returns we are able to achieve through the reinvestment of those proceeds. Also, in the event we are unable to sell these assets for amounts equal to or in excess of their current carrying values, we would be required to recognize an impairment charge. Any such impairment charges or earnings dilution could materially and adversely affect our business, financial condition, operating results and cash flows and the market price of our publicly traded securities.

Competition and saturation in our existing markets may limit our ability for further growth in these geographic regions.

Numerous commercial developers and real estate companies compete with us seeking properties for acquisition within our existing target markets. While we continue to evaluate the market for available properties, our ability to acquire properties on favorable terms is subject to a number of risks. We may be unable to acquire a desired property because of competition from other well-capitalized real estate investors, including other REITs and institutional investment funds. This competition may operate to reduce the properties available for acquisition in these markets, reduce the rate of return on these properties, and interfere with our ability to attract and retain tenants.

High barriers to entry in the Washington, D.C. to Boston corridor due to mature economies, road patterns, density of population, restrictions on development, and high land costs, coupled with large numbers of often overlapping government jurisdictions, may make it difficult for us to continue to grow in these areas.

Future acquisitions may result in disruptions to our business, may strain management resources and may result in earnings per share and shareholder dilution.

If we acquire a business involving multiple properties, we will be required to integrate the operations, personnel and accounting and information systems of the acquired business and train, retain and motivate any key personnel from the acquired business. In addition, acquisitions of or investments in companies may cause disruptions in our operations and divert management’s attention away from day-to-day operations, which could impair our relationships with our current tenants and employees. The issuance of equity or debt securities in connection with any acquisition or investment could be substantially dilutive to our shareholders.

Commercial real estate investments are relatively illiquid.

Real estate investments are relatively illiquid. Our ability to promptly sell one or more properties in our portfolio in response to changing economic, financial and investment conditions is limited.  The real estate market is affected by many factors, such as general economic conditions, supply and demand, availability of financing, interest rates and other factors that are beyond our control.  We cannot be certain that we will be able to sell any property for the price and other terms we seek, or that any price or other terms offered by a prospective purchaser would be acceptable to us.  We also cannot estimate with certainty the length of time needed to find a willing purchaser and to complete the sale of a property.  We may be required to expend funds to correct defects or to make improvements before a property can be sold.  Factors that impede our ability to dispose of properties could adversely affect our financial condition and operating results.

15

Our business could be negatively affected by shareholder activism, which could impact the trading price and volatility of our common stock.

In recent years, proxy contests and other forms of shareholder activism have been directed against numerous public companies, including us. If a proxy contest or an unsolicited takeover proposal was made with respect to us, we could incur significant costs in defending the Company, which would have an adverse effect on our financial results. Shareholder activists may also seek to involve themselves in the governance, strategic direction and operations of the Company. If individuals are elected to our board of directors with a specific agenda, even though less than a majority, our ability to effectively and timely implement our current initiatives and execute on our long-term strategy may be adversely affected. While we continually and actively engage with shareholders and consider their views on business and strategy, shareholder activism consumes a significant amount of management’s attention and other company resources and diverts the attention of management and our employees from our business.

Any perceived uncertainties as to our future direction resulting from such shareholder activism or proxy contest could result in the loss of potential business opportunities, be exploited by our competitors, cause concern to our current or potential customers, and make it more difficult to attract and retain qualified personnel and business partners, all of which could adversely affect our business. Furthermore, actions of activist shareholders may cause significant fluctuations in our stock price based on temporary or speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business.

Natural disasters and severe weather conditions could have an adverse impact on our cash flow and operating results.

Some of our properties could be subject to potential natural or other disasters. In addition, we may acquire properties that are located in areas which are subject to natural disasters. Properties could also be affected by increases in the frequency or severity of hurricanes or other storms, whether such increases are caused by global climate changes or other factors. The occurrence of natural disasters or severe weather conditions can increase investment costs to repair or replace damaged properties, increase operating costs, increase future property insurance costs, and/or negatively impact the tenant demand for lease space. If insurance is unavailable to us, or is unavailable on acceptable terms, or if our insurance is not adequate to cover business interruption or losses from such events, our earnings, liquidity and/or capital resources could be adversely affected.

Property ownership through joint ventures could limit our control of those investments and reduce their expected return.

As of December 31, 2019, we owned two of our operating properties through consolidated joint ventures. Our joint ventures, and joint ventures we may enter into in the future, may involve risks not present with respect to our wholly owned properties, including the following:

• we may share decision-making authority with our joint venture partners regarding certain major decisions affecting the ownership or operation of the joint venture and the joint venture property, such as, but not limited to, (1) additional capital contribution requirements, (2) signing of major leases, (3) obtaining debt financing, and (4) obtaining consent prior to the sale or transfer of our interest in the joint venture to a third party, which may prevent us from taking actions that are opposed by our joint venture partners;

• our joint venture partners might become bankrupt or fail to fund their share of required capital contributions, which may increase our financial commitment to the joint venture;

• our joint venture partners may have business interests or goals with respect to the property that conflict with our business interests and goals, which could increase the likelihood of disputes regarding the ownership, management or disposition of the property;

• disputes may develop with our joint venture partners over decisions affecting the property or the joint venture, which may result in litigation or arbitration that would increase our expenses and distract our officers and/or trustees from focusing their time and effort on our business, and possibly disrupt the day-to-day operations of the property such as by delaying the implementation of important decisions until the conflict is resolved; and

• the activities of a joint venture could adversely affect our ability to qualify as a REIT.

Potential losses may not be covered by insurance.

Potential losses may not be covered by insurance. We carry comprehensive liability, fire, flood, extended coverage and rental loss insurance under a blanket policy covering all of our properties. We believe the policy specifications and insured limits are appropriate and adequate given the relative risk of loss, the cost of the coverage and industry practice. We do not carry insurance for losses related to war, nuclear accidents, and nuclear, biological and chemical occurrences from terrorist’s acts. Some of the insurance, such as those covering losses due to wind, floods and earthquakes, is subject to limitations involving large deductibles or co-payments and policy limits that may not be sufficient to cover losses. The availability of insurance coverage may decrease and the prices for

16

insurance may increase as a consequence of significant losses incurred by the insurance industry and other factors outside our control. As a result, we may be unable to renew or duplicate our current insurance coverage in adequate amounts or at reasonable prices. In addition, insurance companies may no longer offer coverage against certain types of losses, such as losses due to terrorist acts and toxic mold, or, if offered, the expense of obtaining these types of insurance may not be justified. Additionally, certain tenants have termination rights in respect of certain casualties. If we receive casualty proceeds, we may not be able to reinvest such proceeds profitably or at all, and we may be forced to recognize taxable gain on the affected property. If we experience losses that are uninsured or that exceed policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. Tenants may not properly maintain their insurance policies or have the ability to pay the deductibles associated with such policies. In addition, if the damaged properties are subject to recourse indebtedness, we would continue to be liable for the indebtedness, even if these properties were irreparably damaged.

We could incur significant costs related to government regulation and litigation over environmental matters and various other federal, state and local regulatory requirements.

All real property and the operations conducted on real property are subject to federal, state and local laws, ordinances and regulations relating to hazardous materials, environmental protection and human health and safety.  Accordingly, we or our tenants may be required to investigate and clean up certain hazardous or toxic substances released on properties we own or operate, and also may be required to pay other related costs.  Our leases typically impose obligations on our tenants to indemnify us for any compliance costs we may incur as a result of environmental conditions on the property caused by the tenant.  If a tenant fails to or is unable to comply, we could be forced to pay these costs.  If not addressed, environmental conditions could impair our ability to sell or re-lease the affected properties in the future, result in lower sales prices or rent payments, and restrict our ability to borrow funds using the affected properties as collateral.

We could incur significant costs related to government regulations and litigation over environmental matters. Under various federal, state and local laws, ordinances and regulations, an owner or operator of real estate may be required to investigate and clean up hazardous or toxic substances or other contaminants at property owned, leased, managed or otherwise operated by such person, and may be held liable to a governmental entity or to third parties for property damage, and for investigation, remediation and cleanup costs in connection with such contamination. The cost of investigation, remediation or removal of such substances may be substantial, and the presence of such substances, or the failure to properly remediate such conditions, may adversely affect the owner’s, lessor’s or operator’s ability to sell or rent such property or to arrange financing using such property as collateral. We may be liable without regard to whether we knew of, or were responsible for, the environmental contamination and with respect to properties we have acquired, whether the contamination occurred before or after the acquisition.  

We believe environmental studies conducted at the time of acquisition with respect to all of our properties did not reveal any material environmental liabilities for which the Company is responsible, and we are unaware of any subsequent environmental matters that would have created a material liability. If one or more of our properties were not in compliance with federal, state and local laws, including environmental laws, we could be required to incur additional costs to bring the property into compliance. If we incur substantial costs to comply with such requirements, our business and operations could be adversely affected. If we fail to comply with such requirements, we might additionally incur governmental fines or private damage awards. There can be no assurance that existing requirements will not change or that future requirements will not require us to make significant unanticipated expenditures that will adversely impact our business and operations.

The Americans with Disabilities Act of 1990 (the “ADA”) could require us to take remedial steps with respect to our properties.

Our existing properties, as well as properties we may acquire, may be required to comply with Title III of the ADA. We may incur significant costs to comply with the ADA, as amended, and similar laws, which require that all public accommodations meet federal requirements related to access and use by disabled persons, and with various other federal, state and local regulatory requirements, such as state and local fire and life safety requirements.

We face risks relating to cybersecurity attacks, loss of confidential information and other business disruptions.

We rely extensively on computer systems to manage our business and process transactions. Our business is at risk from and may be impacted by cybersecurity attacks, including attempts to gain unauthorized access to our confidential data and other electronic security breaches. Such cyber-attacks can range from individual attempts to gain unauthorized access to our information technology systems to more sophisticated security threats. While we employ a number of measures to prevent, detect and mitigate these threats including password protection, backup servers and annual penetration testing, there is no guarantee such efforts will be successful in preventing a cyber-attack. Cybersecurity incidents, depending on their nature and scope, could potentially lead to the compromise of confidential information, improper use of our systems and networks, manipulation and destruction of data, system downtimes and operational disruptions, which in turn could adversely affect our reputation, competitiveness and results of operations. In the event a

17

security breach or failure results in the disclosure of sensitive tenant or other third-party data, or the transmission of harmful/malicious code to third parties, we could be subject to liability or claims.

Furthermore, it is possible that our computer systems, including our back-up systems, could be subject to damage or interruption from power outages, computer and telecommunications failures, computer viruses, catastrophic events such as fires, hurricanes, earthquakes and tornadoes, and intentional and inadvertent acts and errors by our employees. If our computer systems cease to function properly or are damaged, we may have to make a significant investment to repair or replace them, and we may suffer interruptions in our operations in the interim. Any material interruption in our computer systems or issues with the ongoing implementation of newly adopted IT solutions may have a material adverse effect on our business or results of operations or on our ability to timely and accurately report the results of our operations.

Future terrorist attacks and shooting incidents could harm the demand for, and the value of, our properties.

Future terrorist attacks, such as the number of highly publicized terrorists acts and shootings that have occurred at domestic and international retail properties, could harm the demand for, and the value of, our properties. Terrorist attacks could directly impact the value of our properties through damage, destruction, loss or increased security costs, and the availability of insurance for such acts may be limited or may be subject to substantial cost increases. If such an incident were to occur at one of our properties, we may be subject to significant liability claims. While we attempt to mitigate this risk through insurance coverage and the employment of third party security services where we feel conditions warrant, we cannot guarantee that losses would not exceed applicable insurance coverages, thereby adversely affecting our results of operations and our ability to meet our obligations, including distributions to our shareholders. To the extent that our tenants are impacted by future attacks, their ability to continue to honor obligations under their existing leases could be adversely affected.

We could be subject to litigation that may negatively impact our cash flows, financial condition and results of operations.

From time to time, we may be a defendant in lawsuits and regulatory proceedings relating to our business. Due to the inherent uncertainties of litigation and regulatory proceedings, we cannot accurately predict the ultimate outcome of any such litigation or proceedings. We could experience a negative impact to our cash flows, financial condition and results of operations due to an unfavorable outcome.

Changes in accounting standards may adversely impact our financial condition and results of operations.

The Financial Accounting Standards Board ("FASB"), in conjunction with the SEC, has several key projects on its agenda, some of which have already been adopted, that could impact how we currently account for our material transactions, including, but not limited to, lease accounting, revenue recognition, and other accounting pronouncements disclosed in Note 2 of Notes to Consolidated Financial Statements included in Item 8 below. New accounting standards or pronouncements that will become applicable to us, or changes in the interpretation of existing standards and pronouncements, could have a significant adverse effect on our financial position or results of operations.

Risks Related to Our Qualification as a REIT and other Tax Matters

If we fail to continue to qualify as a REIT, our distributions will not be deductible, and our income will be subject to taxation, thereby reducing earnings available for distribution.

If we do not continue to qualify as a REIT, our distributions will not be deductible, and our income will be subject to taxation, reducing earnings available for distribution. We have elected to be taxed as a REIT under the Code. A REIT will generally not be subject to federal and substantially all state and local income taxation on that portion of its income that qualifies as REIT taxable income, to the extent that it distributes at least 90% of its taxable income to its shareholders and complies with certain other requirements. In addition, we would be subject to a 4% excise tax if we fail to distribute sufficient income to meet a minimum distribution test based on our ordinary income, capital gain and aggregate undistributed income from prior years. If we cease to qualify as a REIT, we will also be subject to state and local income taxes in certain of the jurisdictions in which our properties are located. In addition, tax laws would no longer require us to pay any distributions to our shareholders.  Unless we are entitled to relief under specific statutory provisions, we could not elect to be taxed as a REIT again for the four taxable years following the year during which we were disqualified. Even if we qualify as a REIT for federal income tax purposes, we may be subject to certain state and local income and franchise taxes and to federal income and excise taxes on our undistributed taxable income.

We intend to make distributions to shareholders to comply with the requirements of the Code. However, differences in timing between the recognition of taxable income and the actual receipt of cash could require us to sell assets, borrow funds or pay a portion

18

of the dividend in common stock to meet the 90% distribution requirement of the Code. Certain assets generate substantial differences between taxable income and income recognized in accordance with accounting principles generally accepted in the United States (“GAAP”). Such assets include, without limitation, operating real estate that was acquired through structures that may limit or completely eliminate the depreciation deduction that would otherwise be available for income tax purposes. As a result, the Code requirement to distribute a substantial portion of our otherwise net taxable income in order to maintain REIT status could cause us to (1) distribute amounts that could otherwise be used for future acquisitions, capital expenditures or repayment of debt, (2) borrow on unfavorable terms, (3) sell assets on unfavorable terms, or (4) if necessary, pay a portion of our common dividend in common stock.  If we fail to obtain debt or equity capital in the future, it could limit our operations and our ability to grow, which could have a material adverse effect on the value of our common stock.  

Complying with REIT requirements may cause us to forego otherwise attractive opportunities and limit our growth opportunities.

In order to qualify as a REIT for U.S. federal income tax purposes, we must continually satisfy tests concerning, among other things, our sources of income, the nature of our investments in commercial real estate and related assets, the amounts we distribute to shareholders and the ownership of our stock. We may also be required to make distributions to shareholders at disadvantageous times or when we do not have funds readily available for distribution. Thus, compliance with REIT requirements may hinder our ability to operate solely on the basis of maximizing profits.

Frequent asset sales could trigger adverse tax consequences.

Tax laws applicable to REITs require that we hold our properties for investment, rather than primarily for sale in the ordinary course of business, which may cause us to forego or defer sales of properties that otherwise would be in our best interest. Therefore, we may be unable to adjust our portfolio mix promptly in response to market conditions, which may adversely affect our financial position.

To qualify as a REIT, we must comply with requirements regarding our assets and our sources of income. We may be unable to comply with these requirements, ultimately jeopardizing our qualification as a REIT, or we may be subject to a 100% tax on any resultant gain if we sell assets that are treated as dealer property or inventory.

In addition, the sale of our properties may generate gains for tax purposes which, if not adequately deferred through “like kind exchanges” under Section 1031 of the Code or other tax deference strategies, could require us to pay income taxes or make additional distributions to our shareholders, thus reducing our capital available for investment in other properties, or if the proceeds of such sales are already invested in other properties, require us to obtain additional funds to pay such taxes or make such distributions, in either such case to permit us to maintain our status as a REIT.

Failure to qualify as a domestically-controlled REIT could subject our non-U.S. shareholders to adverse federal income tax consequences.

We will be a domestically-controlled REIT if, at all times during a specified testing period, less than 50% in value of its shares are held directly or indirectly by non-U.S. shareholders. Because our shares are publicly traded, we cannot guarantee that we will, in fact, be a domestically-controlled REIT. If we fail to qualify as a domestically-controlled REIT, our non-U.S. shareholders that otherwise would not be subject to federal income tax on the gain attributable to a sale of our shares would be subject to taxation upon such a sale if either (a) the shares were not considered to be “regularly traded” under applicable Treasury regulations on an established securities market, such as the NYSE, or (b) the shares were considered to be “regularly traded” on an established securities market and the selling non-U.S. shareholder owned, actually or constructively, more than 10% in value of the outstanding shares at any time during specified testing periods. If gain on the sale or exchange of our shares was subject to taxation for these reasons, the non-U.S. shareholder would be subject to federal income tax with respect to any gain on a net basis in a manner similar to the taxation of a taxable U.S. shareholder, subject to any applicable alternative minimum tax and special alternative minimum tax in the case of nonresident alien individuals, and corporate non-U.S. shareholders may be subject to an additional branch profits tax.

We may choose to make distributions in our own stock, in which case you may be required to pay income taxes without receiving any cash dividends.

In connection with our qualification as a REIT, we are required to annually distribute to our shareholders at least 90% of our REIT taxable income (which does not equal net income, as calculated in accordance with GAAP), determined without regard to the deduction for dividends paid and excluding net capital gain. In order to satisfy this requirement, we may make distributions that are payable in cash and/or shares of our stock (which could account for up to 90% of the aggregate amount of such distributions) at the election of each shareholder. Taxable shareholders receiving such distributions will be required to include the full amount of such distributions as ordinary dividend income to the extent of our current or accumulated earnings and profits, as determined for U.S.

19

federal income tax purposes. As a result, U.S. shareholders may be required to pay income taxes with respect to such distributions in excess of the cash portion of the distribution received. Accordingly, U.S. shareholders receiving a distribution of our shares may be required to sell shares received in such distribution or may be required to sell other stock or assets owned by them, at a time that may be disadvantageous, in order to satisfy any tax imposed on such distribution. If a U.S. shareholder sells the stock that it receives as part of the distribution in order to pay this tax, the sales proceeds may be less than the amount it must include in income with respect to the distribution, depending on the market price of our stock at the time of the sale. Furthermore, with respect to certain non-U.S. shareholders, we may be required to withhold U.S. tax with respect to such distribution, including in respect of all or a portion of such distribution that is payable in stock, by withholding or disposing of part of the shares included in such distribution and using the proceeds of such disposition to satisfy the withholding tax imposed. In addition, if a significant number of our shareholders determine to sell shares of our stock in order to pay taxes owed on dividend income, such sale may put downward pressure on the market price of our stock.

Various tax aspects of such a taxable cash/stock distribution are uncertain and have not yet been addressed by the Internal Revenue Service (“IRS”). No assurance can be given that the IRS will not impose requirements in the future with respect to taxable cash/stock distributions, including on a retroactive basis, or assert that the requirements for such taxable cash/stock distributions have not been met.

Dividends paid by REITs generally do not qualify for reduced tax rates.

Generally, dividends payable by REITs do not qualify for reduced tax rates under the Code.  For the calendar year 2018, the maximum federal individual tax rate for nonqualified dividends payable is 37.0%; qualified dividends from most C corporations received by individuals are subject to a reduced maximum federal rate of 20%.  In addition to these rates, certain high income individuals may be subject to an additional 3.8% tax on certain investment income, including dividends and capital gains. As a REIT, our distributions to individual shareholders generally are not eligible for the reduced rates and are, consequently, taxed at ordinary income rates. Effective for taxable years beginning after December 31, 2017 and before January 1, 2026, those U.S. shareholders that are individuals, trusts or estates may deduct 20% of their dividends from REITs (excluding qualified dividend income and capital gains dividends). For those U.S. shareholders in the top marginal tax bracket of 37%, the deduction for REIT dividends yields an effective income tax rate of 29.6% (exclusive of the net investment income tax) on REIT dividends. The more favorable federal tax rates applicable to regular corporate dividends may result in the stock of REITs being perceived to be less attractive than the stock of corporations that pay dividends qualifying for reduced rates of tax, which may adversely affect the value of the stock of REITs.

Changes to the federal, state and municipality tax laws could have a significant negative impact on the overall economy, our tenants, and our business.

At any time, the federal income tax laws or regulations governing REITs or the administrative interpretations of those laws or regulations may be amended. We cannot predict when or if any new federal income tax law, regulation or administrative interpretation, or any amendment to any existing federal income tax law, regulation or administrative interpretation, will be adopted, promulgated or become effective and any such law, regulation or interpretation may take effect retroactively. A shortfall in tax revenues for states and municipalities in which we operate may lead to changes in state and municipalities tax laws. We and our shareholders could be adversely affected by any such change in, or any new, federal income tax law, regulation, or administrative interpretation.

In December 2017 the Tax Cuts and Jobs Act (the “TCJA”) was signed into law. The provisions of the TCJA  are far-reaching and generally applied to taxable years beginning after December 31, 2017, while many provisions, in particular those affecting individual taxpayers, expire at the end of 2025. As a result of the changes implemented by the TCJA, our taxable income and the amount of distributions to our shareholders required in order to maintain our REIT status, and our relative tax advantage as a REIT, may significantly change. As a REIT, we are required to distribute at least 90% of our taxable income to our shareholders annually. Among other things, the TCJA:

• reduced the corporate income tax rate from 35% to 21% (including taxable REIT subsidiaries of which ours currently do not have significant taxable income);

• reduced the rate of U.S. federal withholding tax on distributions made to non-U.S. shareholders by a REIT that are attributable to gains from the sale or exchange of U.S. real property interests from 35% to 21%;

• limited the deduction for net interest expense incurred by a business to 30% of the “adjusted taxable income” of the taxpayer, except, among others, certain real property businesses electing to not be subject to the limitation. Making this election requires the electing real property trade or business to depreciate non-residential real property, residential rental

20

property, and qualified improvement property over a longer period using the alternative depreciation system. We have not yet determined whether to make any such available elections;

• mandated the use of the less favorable alternative depreciation system to depreciate real property in the event a real property business elects to avoid the interest deduction restriction above;

• reduced the benefits of like-kind exchanges that defer capital gains for tax purposes to only exchanges of real property;

• reduced the highest marginal income tax rate for individuals to 37.0% from 39.6% (excluding, in each case, the 3.8% Medicare tax on net investment income);

• reduced the net operating loss deduction to 80% of taxable income (where taxable income is determined without regard to the net operating loss deduction itself), generally eliminated net operating loss carrybacks and allows unused net operating losses to be carried forward;

• generally allows a deduction for individuals equal to 20% of certain income from pass-through entities, including ordinary dividends distributed by a REIT (excluding capital gain dividends and qualified dividend income), generally resulting in a maximum effective federal income tax rate applicable to such dividends of 29.6% compared to 37.0% (excluding, in each case, the 3.8% Medicare tax on net investment income); and

• established limits on certain deductions for individuals, including deductions for state and local income taxes, and eliminates deductions for miscellaneous itemized deductions (including certain investment expenses).

The TCJA is a complex revision to the U.S. federal income tax laws with contrasting impacts on different categories of taxpayers and industries, and will require subsequent rulemaking and interpretation in a number of areas. The long-term impact of the TCJA on the overall economy and the real estate industry cannot be predicted at this early stage. Furthermore, the TCJA may negatively impact certain of our tenants’ operating results, financial condition, and future business plans. There can be no assurance that the TCJA will not negatively impact our operating results, financial condition, and future business operations.

Shareholders are urged to consult with their own tax advisors with respect to the impact that the TCJA and other legislation may have on their investment and the status of legislative, regulatory or administrative developments and proposals and their potential effect on their investment in our shares.

Risks Related to Our Organization and Structure

Our charter and Maryland law contain provisions that may delay, defer or prevent a change of control transaction and depress our stock price.

Our charter and Maryland law contain provisions that may delay, defer or prevent a change of control transaction and depress the price of our common stock. The charter, subject to certain exceptions, authorizes directors to take such actions as are necessary and desirable relating to qualification as a REIT, and to limit any person to beneficial ownership of no more than 9.9% of the outstanding shares of our common stock. This ownership limit may delay or impede a transaction or a change of control that might involve a premium price for our common stock or otherwise be in the best interests of shareholders. Our Board of Directors, in its sole discretion, may exempt a proposed transferee from the ownership limit, but not grant an exemption from the ownership limit to any proposed transferee whose direct or indirect ownership could jeopardize our status as a REIT. These restrictions on transferability and ownership will not apply if our Board of Directors determines that it is no longer in our best interests to continue to qualify as, or to be, a REIT. Our Board of Directors has waived the ownership limit to permit certain institutional investors to own common stock in excess of the ownership limit and may grant additional waivers in the future as long as the Company is able to maintain its REIT status.  This concentration of ownership could deprive other shareholders of an opportunity to receive a premium for their shares of common stock as part of a sale of our Company and ultimately might affect the market price of our common stock.

We may authorize and issue stock and OP Units without shareholder approval. Our charter authorizes the Board of Directors to issue additional shares of common or preferred stock, to issue additional OP Units, to classify or reclassify any unissued shares of common or preferred stock, and to set the preferences, rights and other terms of such classified or unclassified shares. We have agreed not to use our preferred stock for anti-takeover purposes or in connection with a shareholder rights plan unless we obtain shareholder approval. Certain provisions of the Maryland General Corporation Law (the “MGCL”) may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change of control under circumstances that otherwise could provide the holders of shares of our common stock with the opportunity to realize a premium over the then-prevailing market price of such shares, including:

• “business combination” provisions that, subject to limitations, prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person or an affiliate thereof who beneficially owns 10% or more of the voting power of our shares) for five years after the most recent date on which the stockholder becomes an interested

21

stockholder, and thereafter imposes special appraisal rights and special stockholder voting requirements on these combinations; and

• “control share” provisions that provide that our “control shares” (defined as shares that, when aggregated with other shares controlled by the stockholder, entitle the stockholder to exercise one of three increasing ranges of voting power in electing directors) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of control shares) have no voting rights except to the extent approved by our shareholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.

We have opted out of these provisions of the MGCL. However, the Board of Directors may, by resolution, elect to opt in to the business combination provisions of the MGCL, and we may, by amendment to our bylaws, opt in to the control share provisions of the MGCL.

Our ability to pay dividends is limited by the requirements of Maryland law.

Our ability to pay dividends on our common stock is limited by the laws of the State of Maryland. Under applicable Maryland law, a Maryland corporation generally may not make a distribution if, after giving effect to the distribution, the corporation would not be able to pay its debts as they become due in the usual course of business, or the value of the corporation’s total assets would be less than the sum of its total liabilities plus, unless the corporation’s charter provides otherwise, the amount that would be needed, if the corporation were dissolved at the time of the distribution, to satisfy the preferential rights upon dissolution of shareholders whose preferential rights are superior to those receiving the distribution. Accordingly, we generally may not make a distribution on our common stock if, after giving effect to the distribution, we would not be able to pay our debts as they become due in the usual course of business or our total assets would be less than the sum of our total liabilities plus, unless the terms of such class or series provide otherwise, the amount that would be needed to satisfy the preferential rights upon dissolution of the holders of shares of any class or series of preferred stock then outstanding, if any, with preferences senior to those of our common stock.

Our Board of Directors may change our strategy without shareholder approval.

Our Board of Directors may change our strategy with respect to capitalization, investment, distributions and/or operations. Our Board of Directors may establish investment criteria or limitations as it deems appropriate, but currently does not limit the number or types of properties in which we may seek to invest or the concentration of investments in any one geographic region or the amount of development or redevelopment activity occurring across our portfolio. Although our Board of Directors has no present intention to revise or amend our strategies and policies, it may do so at any time without a vote by our shareholders. Accordingly, the results of decisions made by our Board of Directors and implemented by management could adversely affect our financial condition or results of operations, including our ability to distribute cash to shareholders or qualify as a REIT.

The rights of shareholders to take action against our directors and officers are limited.

Maryland law provides that a director or officer has no liability in that capacity if he or she satisfies his or her duties to us and our shareholders. As permitted by the MGCL, our charter limits the liability of our directors and officers to us and our shareholders for monetary damages, except for liability resulting from actual receipt of an improper benefit or profit in money, property or service, or a final judgment based upon a finding of active and deliberate dishonesty by the director or officer that was material to the cause of action adjudicated.

In addition, our charter and bylaws, as well as indemnification agreements that we have entered into with certain of our officers require us to indemnify our directors and officers, among others, for actions taken by them in those capacities to the maximum extent permitted by Maryland law. As a result, we and our shareholders may have more limited rights against our directors and officers than might otherwise exist for companies organized in other jurisdictions. Accordingly, in the event that actions taken in good faith by any of our directors or officers impede the performance of our company, your ability to recover damages from such director or officer will be limited. In addition, we will be obligated to advance the defense costs incurred by our directors and officers with indemnification agreements, and may, at the discretion of our Board of Directors, advance the defense costs incurred by our employees and other agents, in connection with legal proceedings.

22

Risks Related to Ownership of Our Common Stock

The market value of our debt and equity securities is subject to various factors that may cause significant fluctuations or volatility.

As with other publicly traded securities, the market price of our publicly traded securities depends on various factors which may change from time-to time and are often out of our control. Among the conditions that may affect the market price of our publicly traded securities are the following:

• the extent of institutional investor interest in us;

• the market perception of our business compared to other REITS;

• the market perception of retail REITs, in general, compared to other investment alternatives;

• our financial condition and performance, including changes in our funds from operations, operating funds from operations,  or earnings estimates;

• the market’s perception of our growth potential and potential future cash dividends;

• publication of research reports about us or our industry by securities analysts;

• speculation in the press or investment community;

• the passage of legislation or other regulatory developments that adversely affect us, our tax status, or our industry;

• our credit or analyst ratings;

• any future issuances of equity or debt securities;

• any future repurchases of equity securities;

• our failure to satisfy the listing requirements of the NYSE

• our failure to comply with the requirements of the Sarbanes-Oxley Act;

• additions or departures of key management personnel;

• strategic actions by us or our competitors, such as acquisitions or restructurings;

• an increase in market interest rates;

• our ability to access the capital markets to raise additional capital; and

• general economic and financial market conditions.

These factors may cause the market price of our common stock to decline, in some cases regardless of our financial condition, results of operations, business or prospects. It is impossible to ensure that the market price of our common stock will not fall in the future. A decrease in the market price of our common stock could reduce our ability to raise additional equity in the public markets. Selling common stock at a decreased market price would have a dilutive impact on existing shareholders.

Future offerings of debt securities, which would be senior to our common and preferred stock, or equity securities, which would dilute the interests of our existing shareholders and may be senior to our existing common stock, may adversely affect the market prices of our common and preferred stock.

In the future, we may attempt to increase our capital resources by making additional offerings of debt or equity securities, including senior or subordinated notes and classes of preferred or common stock. Holders of debt securities or shares of preferred stock will generally be entitled to receive interest payments or distributions, both current and in connection with any liquidation or sale, prior to the holders of our common stock. Furthermore, offerings of common stock or other equity securities may dilute the holdings of our existing shareholders. We are not required to offer any such equity securities to existing shareholders on a preemptive basis, and future offerings of debt or equity securities, or perceptions that such offerings may occur, may reduce the market prices of our common and preferred stock or the distributions that we pay with respect to our common stock. Because we may generally issue any such debt or equity securities in the future without obtaining the consent of our shareholders, our shareholders bear the risk of our future offerings reducing the market prices of our common and preferred stock and diluting their proportionate ownership.

Item 1B. Unresolved Staff Comments: None

Item 3. Legal Proceedings

The Company is not presently involved in any litigation, nor, to its knowledge, is any litigation threatened against the Company or its subsidiaries, which is either not covered by the Company’s liability insurance, or, in management’s opinion, would result in a material adverse effect on the Company’s financial position or results of operations.

23

Item 4. Mine Safety Disclosures: Not applicable

Part II.

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

The Company had 89,020,062 shares of common stock outstanding held by approximately 600 shareholders of record at December 31, 2019. The Company believes it has more than approximately 5,000 beneficial holders of its common stock. The Company’s shares trade on the NYSE under the symbol “CDR”.

Stockholder Return Performance Presentation

The following line graph sets forth for the period January 1, 2015 through December 31, 2019, a comparison of the percentage change in the cumulative total stockholder return on the Company’s common stock compared to the cumulative total return of the Russell 2000 index and the National Association of Real Estate Investment Trusts All Equity REIT Index (“NAREIT All Equity REIT Index”). The graph assumes that the shares of the Company’s common stock were bought at the price of $100 per share and that the value of the investment in each of the Company’s common stock and the indices was $100 at the beginning of the period. The graph further assumes the reinvestment of dividends when paid.

24

Item 6. Selected Financial Data

	Years ended December 31,
	2019			2018			2017			2016			2015
Operations data:
Total revenues	$	144,083,000		$	152,020,000		$	146,008,000		$	151,086,000		$	149,207,000
Expenses:
Property operating expenses		48,347,000			47,894,000			44,329,000			44,515,000			44,590,000
General and administrative		18,804,000			16,915,000			16,907,000			18,154,000			15,004,000
Acquisition pursuit costs		-			-			156,000			3,426,000			1,238,000
Depreciation and amortization		45,861,000			40,053,000			40,115,000			40,787,000			38,594,000
Total expenses		113,012,000			104,862,000			101,507,000			106,882,000			99,426,000
Other:
Gain on sales		2,942,000			4,864,000			7,099,000			59,000			-
Impairment (charges) / reversals		(8,938,000	)		(20,689,000	)		(9,538,000	)		(6,347,000	)		212,000
Total other		(5,996,000	)		(15,825,000	)		(2,439,000	)		(6,288,000	)		212,000
Operating income		25,075,000			31,333,000			42,062,000			37,916,000			49,993,000
Non-operating income and expense:
Interest expense		(23,509,000	)		(22,146,000	)		(22,199,000	)		(26,529,000	)		(28,272,000	)
Early extinguishment of debt costs		-			(4,829,000	)		(210,000	)		(2,623,000	)		(105,000	)
Total non-operating income and expense		(23,509,000	)		(26,975,000	)		(22,409,000	)		(29,152,000	)		(28,377,000	)
Income from continuing operations		1,566,000			4,358,000			19,653,000			8,764,000			21,616,000
Income from discontinued operations		-			-			-			-			165,000
Net income		1,566,000			4,358,000			19,653,000			8,764,000			21,781,000
Net (income) loss attributable to noncontrolling interests		(490,000	)		(469,000	)		(510,000	)		179,000			365,000
Net income attributable to Cedar Realty Trust, Inc.		1,076,000			3,889,000			19,143,000			8,943,000			22,146,000
Preferred stock dividends and redemption costs		(10,752,000	)		(14,370,000	)		(21,542,000	)		(14,408,000	)		(14,408,000	)
Net (loss) income attributable to common shareholders	$	(9,676,000	)	$	(10,481,000	)	$	(2,399,000	)	$	(5,465,000	)	$	7,738,000
Net (loss) income per common share attributable to common shareholders (basic and diluted):
Continuing operations	$	(0.12	)	$	(0.13	)	$	(0.04	)	$	(0.08	)	$	0.09
Discontinued operations	$	0.00		$	0.00		$	0.00		$	0.00		$	0.00
	$	(0.12	)	$	(0.13	)	$	(0.04	)	$	(0.08	)	$	0.09
Dividends to common shareholders	$	17,808,000		$	18,301,000		$	17,681,000		$	17,049,000		$	17,001,000
Per common share	$	0.20		$	0.20		$	0.20		$	0.20		$	0.20
Weighted average number of common shares - basic and diluted		86,341,000			88,420,000			84,168,000			81,672,000			81,356,000

25

Item 6. Selected Financial Data (continued)

	Years ended December 31,
Balance sheet data:	2019			2018			2017			2016			2015
Real estate, net	$	1,125,345,000		$	1,146,713,000		$	1,192,656,000		$	1,183,359,000		$	1,249,195,000
Real estate held for sale/conveyance		13,230,000			11,592,000			-			-			14,402,000
Other assets		67,050,000			64,596,000			59,762,000			50,162,000			54,783,000
Total assets	$	1,205,625,000		$	1,222,901,000		$	1,252,418,000		$	1,233,521,000		$	1,318,380,000
Debt obligations	$	630,575,000		$	624,834,000		$	580,125,000		$	607,745,000		$	673,820,000
Other liabilities		60,975,000			39,351,000			42,182,000			43,779,000			47,018,000
Total liabilities		691,550,000			664,185,000			622,307,000			651,524,000			720,838,000
Equity:
Cedar Realty Trust, Inc. shareholders' equity		510,561,000			555,425,000			628,336,000			580,740,000			596,050,000
Noncontrolling interests		3,514,000			3,291,000			1,775,000			1,257,000			1,492,000
Total equity		514,075,000			558,716,000			630,111,000			581,997,000			597,542,000
Total liabilities and equity	$	1,205,625,000		$	1,222,901,000		$	1,252,418,000		$	1,233,521,000		$	1,318,380,000
Other data:
Funds From Operations ("FFO") (a)	$	42,073,000		$	45,241,000		$	40,032,000		$	41,067,000		$	45,104,000
Operating Funds From Operations  ("Operating FFO") (a)	$	40,769,000		$	53,577,000		$	48,325,000		$	49,241,000		$	46,447,000
Cash flows provided by (used in):
Operating activities	$	53,675,000		$	57,900,000		$	57,093,000		$	59,247,000		$	59,136,000
Investing activities	$	(22,342,000	)	$	(14,938,000	)	$	(45,497,000	)	$	48,763,000		$	(47,876,000	)
Financing activities	$	(30,563,000	)	$	(48,204,000	)	$	(10,139,000	)	$	(109,923,000	)	$	(12,676,000	)
Square feet of GLA		8,328,000			8,729,000			9,010,000			9,128,000			9,459,000
Percent occupied		91.5	%		90.7	%		91.3	%		89.9	%		90.5	%
Average annualized base rent per square foot	$	14.02		$	13.78		$	13.51		$	13.50		$	13.35

(a) See Item 7 - "Management Discussion and Analysis of Financial Condition and Results of Operations" for a reconciliation of FFO and Operating FFO to net (loss) income attributable to common shareholders.

26

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with the Company’s consolidated financial statements and related notes thereto included elsewhere in this report.

Executive Summary

The Company is a fully-integrated real estate investment trust that focuses primarily on ownership, operation and redevelopment of grocery-anchored shopping centers in high- density urban markets from Washington, D.C. to Boston. At December 31, 2019, the Company owned and managed a portfolio of 56 operating properties (excluding properties “held for sale”) totaling 8.3 million square feet of GLA. The portfolio was 93.2% leased and 91.5% occupied at December 31, 2019.

The Company, organized as a Maryland corporation, has established an umbrella partnership structure through the contribution of substantially all of its assets to the Operating Partnership, organized as a limited partnership under the laws of Delaware. The Company conducts substantially all of its business through the Operating Partnership. At December 31, 2019, the Company owned a 99.4% general and limited partnership interest in, and was the sole general partner of, the Operating Partnership. The limited partners’ interest in the Operating Partnership (0.6% at December 31, 2019) is represented by Operating Partnership Units (“OP Units”). The carrying amount of such interest is adjusted at the end of each reporting period to an amount equal to the limited partners’ ownership percentage of the Operating Partnership’s net equity. The 537,000 OP Units outstanding at December 31, 2019 are economically equivalent to shares of the Company’s common stock. The holders of OP Units have the right to exchange their OP Units for the same number of shares of the Company’s common stock or, at the Company’s option, for cash.

The Company derives substantially all of its revenues from rents and operating expense reimbursements received pursuant to long-term leases. The Company’s operating results therefore depend on the ability of its tenants to make the payments required by the terms of their leases. The Company focuses its investment activities on grocery-anchored shopping centers. The Company believes that, because of the need of consumers to purchase food and other staple goods and services generally available at such centers, its type of “necessities-based” properties should provide relatively stable revenue flows even during difficult economic times.

2019 Significant Transactions

Acquisition

On June 19, 2019, the Company purchased Girard Plaza, a shopping center adjacent to its South Philadelphia property, located in Philadelphia, Pennsylvania. The purchase price for the property was $8.5 million, which has been allocated to real estate assets and liabilities.

Dispositions

On February 15, 2019, the Company sold Maxatawny Marketplace, located in Maxatawny, Pennsylvania. The sales price for the property was $10.3 million, which resulted in a gain on sale of $0.1 million, which has been included in continuing operations in the accompanying consolidated statement of operations.

On June 26, 2019, the Company sold Fort Washington Center, located in Fort Washington, Pennsylvania. The sales price for the property was $9.0 million, which resulted in a gain on sale of $2.8 million, which has been included in continuing operations in the accompanying consolidated statement of operations.

Real Estate Held for Sale

As of December 31, 2019, Carll’s Corner, located in Bridgeton, New Jersey, Suffolk Plaza, located in Suffolk, Virginia and The Commons, located in Dubois, Pennsylvania, have been classified as “real estate held for sale” on the accompanying consolidated balance sheet. During 2019, an impairment charge of $8.9 million has been recorded in connection with a property held for sale, which has been included in continuing operations in the accompanying consolidated statements of operations.

Equity

On December 18, 2018, the Company’s Board of Directors approved a stock repurchase program, which authorized the Company to purchase up to $30.0 million of the Company’s common stock in the open market or through private transactions, subject to market conditions. The stock repurchase program expired on December 18, 2019. During 2019, the Company repurchased

27

approximately 2,050,000 shares at a weighted average price per share of $3.34. Since approval of the plan on December 18, 2018, the Company has repurchased a total of 2,823,000 shares at a weighted average price per share of $3.25.

2018 Significant Transactions

Land Parcel Acquisition

On August 8, 2018, the Company purchased a land parcel adjacent to its Riverview Plaza property, located in Philadelphia, Pennsylvania. The purchase price for the land parcel was $1.0 million, which was comprised of $25,000 in cash and approximately 208,000 OP Units (based on the market price of the Company’s common stock).

Shopping Center Acquisition

On August 21, 2018, the Company entered into a deed of lease for Senator Square, a shopping center located in Washington, D.C. The deed of lease conveys fee title in the buildings to the Company and contains future options to acquire fee title in the land at its then fair-value. This lease was originally presented in the Company’s financial statements as two separate components as follows: (1) a $5.7 million capital lease obligation for the fee interest in the buildings, and (2) an operating lease for the land. The capital lease obligation was computed through the date of the Company’s first purchase option, as discussed below, and reflects an interest rate of 5.3%. Effective January 1, 2019, based upon the adoption of the new lease accounting standard, the component of the lease that was originally recorded as a capital lease obligation is now classified as a finance lease obligation.

The lease initially requires monthly payments of $75,000 through maturity in August 2117 unless the Company exercises one of its options to acquire the land. The first such option will be available between the 25th and 33rd anniversaries of the lease, depending on certain property benchmarks, with additional purchase options every 10 years thereafter during the lease term. The lease also provides for 1.5% annual increases which begin on approximately the 8th anniversary of the lease, depending on the aforementioned property benchmarks. In addition, at the time the Company’s first purchase option becomes available, the lease payments will be adjusted to the greater of then fair-value or the current payment amount. The lease payments are subject to similar adjustments at the

25th and 50th anniversaries of such first purchase option.

The Company has also issued a $3.5 million interest only mortgage note receivable to the lessor of Senator Square, which bears interest at 4.5% per annum. The maturity date of this mortgage note can range from 26.5 years to 34.5 years from the date of issuance, based on the aforementioned property benchmarks.

Dispositions

On August 28, 2018, the Company sold Mechanicsburg Center, located in Mechanicsburg, Pennsylvania. The sales price for the property was $16.1 million, which resulted in a gain on sale of $4.9 million, which has been included in continuing operations in the accompanying consolidated statements of operations.

On September 28, 2018, the Company sold West Bridgewater Plaza, located in West Bridgewater, Massachusetts. The sales price for the property was $3.5 million. An impairment charge of $9.4 million has been recorded in connection with the property during 2018, which has been included in continuing operations in the accompanying consolidated statements of operations.

Mortgage Loans Payable

During 2018, the Company repaid the following mortgage loans payable:

		Principal payoff
Property	Repayment date	amount
East River Park	August 10, 2018	$	18,772,000
Colonial Commons	August 24, 2018	$	24,108,000
Shoppes at Arts District	August 24, 2018	$	8,114,000
The Point	September 6, 2018	$	27,003,000

Term Loan

On July 24, 2018, the Company closed a new $75.0 million unsecured term loan maturing on July 24, 2025 (all of which was borrowed on September 28, 2018). Interest on borrowings under the term loan can range from LIBOR plus 170 to 225 basis points (“bps”) (170 bps at December 31, 2018) based on the Company’s leverage ratio. Additionally, the Company entered into forward interest rate swap agreements which convert the LIBOR rate to a fixed rate through its maturity.

28

Equity

On January 12, 2018, the Company redeemed 2,000,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $50.0 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

On December 18, 2018, the Company’s Board of Directors approved a stock repurchase program, which authorized the Company to purchase up to $30.0 million of the Company’s common stock in the open market or through private transactions, subject to market conditions. The stock repurchase program expired on December 18, 2019. During 2018, the Company repurchased approximately 772,000 shares at a weighted average price per share of $3.02.

Revenues

In April 2018, the Company accepted a cash payment of $4.3 million in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration. At the time of the transaction, this anchor tenant was located at a property held for sale, and while paying its contractual rent prior to lease termination, it had closed and ceased retail operations at the property. As a result of this termination, revenues for 2018 includes $5.4 million, consisting of (1) $3.8 million of other income (the $4.3 million cash payment reduced by $0.5 million straight-line rent receivable) and (2) $1.5 million accelerated intangible lease liability amortization.

Summary of Critical Accounting Policies

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition and the allowance for doubtful accounts receivable, real estate investments and purchase accounting allocations related thereto, asset impairment, and derivatives used to hedge interest-rate risks. Management’s estimates are based both on information that is currently available and on various other assumptions management believes to be reasonable under the circumstances. Actual results could differ from those estimates and those estimates could be different under varying assumptions or conditions.

The Company has identified the following critical accounting policies, the application of which requires significant judgments and estimates:

Revenue Recognition

Rental income with scheduled rent increases is recognized using the straight-line method over the respective terms of the leases. The aggregate excess of rental revenue recognized on a straight-line basis over base rents under applicable lease provisions is included in straight-line rents receivable on the consolidated balance sheet. Leases also generally contain provisions under which the tenants reimburse the Company for a portion of property operating expenses and real estate taxes incurred; such income is recognized in the periods earned. In addition, certain operating leases contain contingent rent provisions under which tenants are required to pay a percentage of their sales in excess of a specified amount as additional rent. The Company defers recognition of contingent rental income until those specified targets are met.

The Company must make estimates as to the collectability of its accounts receivable related to base rent, straight-line rent, expense reimbursements and other revenues. Management analyzes accounts receivable by considering tenant creditworthiness, current economic conditions, and changes in tenants’ payment patterns when evaluating the adequacy of the allowance for doubtful accounts receivable. These estimates have a direct impact on net income, because a higher bad debt allowance would result in lower net income, whereas a lower bad debt allowance would result in higher net income.

Real Estate Investments

Real estate investments are carried at cost less accumulated depreciation. The provision for depreciation is calculated using the straight-line method based on estimated useful lives. Expenditures for maintenance, repairs and betterments that do not materially prolong the normal useful life of an asset are charged to operations as incurred. Expenditures for betterments that substantially extend the useful lives of real estate assets are capitalized.

Real estate investments include costs of development and redevelopment activities, and construction in progress. Capitalized costs, including interest and other carrying costs during the construction and/or renovation periods, are included in the cost of the related asset and charged to operations through depreciation over the asset's estimated useful life. The Company is required to make

29

subjective estimates as to the useful lives of its real estate assets for purposes of determining the amount of depreciation to reflect on an annual basis. These assessments have a direct impact on net income. A shorter estimate of the useful life of an asset would have the effect of increasing depreciation expense and lowering net income, whereas a longer estimate of the useful life of an asset would have the effect of reducing depreciation expense and increasing net income.

A variety of costs are incurred in the acquisition, development and leasing of a property, such as pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs, and other costs incurred during the period of development. After a determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. The Company ceases capitalization on the portions substantially completed and occupied, or held available for occupancy, and capitalizes only those costs associated with the portions under construction. The Company considers a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but not later than one year from cessation of major development activity. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The effect of a longer capitalization period would be to increase capitalized costs and would result in higher net income, whereas the effect of a shorter capitalization period would be to reduce capitalized costs and would result in lower net income.

The Company allocates the fair value of real estate acquired to land, buildings and improvements. In addition, the fair value of in-place leases is allocated to intangible lease assets and liabilities. The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, which value is then allocated to land, buildings and improvements based on management’s determination of the fair values of such assets. In valuing an acquired property’s intangibles, factors considered by management include an estimate of carrying costs during the expected lease-up periods, such as real estate taxes, insurance, other operating expenses, and estimates of lost rental revenue during the expected lease-up periods based on its evaluation of current market demand. Management also estimates costs to execute similar leases, including leasing commissions, tenant improvements, legal and other related costs.

The values of acquired above-market and below-market leases are recorded based on the present values (using discount rates which reflect the risks associated with the leases acquired) of the differences between the contractual amounts to be received and management’s estimate of market lease rates, measured over the terms of the respective leases that management deemed appropriate at the time of the acquisitions. Such valuations include a consideration of the non-cancellable terms of the respective leases as well as any applicable renewal period(s). The fair values associated with below-market rental renewal options are determined based on the Company’s experience and the relevant facts and circumstances that existed at the time of the acquisitions. The values of above-market leases are amortized to rental income over the terms of the respective non-cancelable lease periods. The portion of the values of below-market leases associated with the original non-cancelable lease terms are amortized to rental income over the terms of the respective non-cancelable lease periods.  The portion of the values of the leases associated with below-market renewal options that are likely of exercise are amortized to rental income over the respective renewal periods. The value of other intangible assets (including leasing commissions, tenant improvements, etc.) is amortized to expense over the applicable terms of the respective leases. If a lease were to be terminated prior to its stated expiration or not renewed, all unamortized amounts relating to that lease would be recognized in operations at that time.

Management is required to make subjective assessments in connection with its valuation of real estate acquisitions. These assessments have a direct impact on net income, because (1) above-market and below-market lease intangibles are amortized to rental income, and (2) the value of other intangibles is amortized to expense. Accordingly, higher allocations to below-market lease liability and other intangibles would result in higher rental income and amortization expense, whereas lower allocations to below-market lease liability and other intangibles would result in lower rental income and amortization expense.

Management reviews each real estate investment for impairment whenever events or circumstances indicate that the carrying value of a real estate investment may not be recoverable. The review of recoverability is based on an estimate of the future cash flows that are expected to result from the real estate investment’s use and eventual disposition. These estimates of cash flows consider factors such as expected future operating income, trends and prospects, as well as the effects of leasing demand, competition and other factors. If an impairment event exists due to the projected inability to recover the carrying value of a real estate investment, an impairment loss is recorded to the extent that the carrying value exceeds estimated fair value. A real estate investment held for sale is carried at the lower of its carrying amount or estimated fair value, less the cost of a potential sale. Depreciation and amortization are suspended during the period the property is held for sale. Management is required to make subjective assessments as to whether there are impairments in the value of its real estate properties. These assessments have a direct impact on net income, because an impairment loss is recognized in the period that the assessment is made.

30

New Accounting Pronouncements

See Note 2 of Notes to Consolidated Financial Statements included in Item 8 below for information relating to new accounting pronouncements.

Results of Operations

Comparison of 2019 to 2018

							Change
	2019			2018			Dollars			Percent
Revenues	$	144,083,000		$	152,020,000		$	(7,937,000	)	-5.2%
Property operating expenses		(48,347,000	)		(47,894,000	)		(453,000	)	0.9%
Property operating income		95,736,000			104,126,000			(8,390,000	)
General and administrative		(18,804,000	)		(16,915,000	)		(1,889,000	)	11.2%
Depreciation and amortization		(45,861,000	)		(40,053,000	)		(5,808,000	)	14.5%
Gain on sales		2,942,000			4,864,000			(1,922,000	)	n/a
Impairment charges		(8,938,000	)		(20,689,000	)		11,751,000		n/a
Interest expense		(23,509,000	)		(22,146,000	)		(1,363,000	)	6.2%
Early extinguishment of debt costs		—			(4,829,000	)		4,829,000		n/a
Net income		1,566,000			4,358,000			(2,792,000	)
Net (income) attributable to noncontrolling interests		(490,000	)		(469,000	)		(21,000	)
Net income attributable to Cedar Realty Trust, Inc.	$	1,076,000		$	3,889,000		$	(2,813,000	)

Revenues were lower primarily as a result of (1) $5.4 million relating to a dark anchor tenant terminating its lease prior to the contractual expiration in 2018 at West Bridgewater Plaza, (2) a decrease of $3.4 million in rental revenues and expense recoveries attributable to properties that were sold or held for sale in 2019 and 2018, (3) a decrease of $0.8 million in rental revenues and expense recoveries attributable to same-center properties which was driven by the adoption of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”), and (4) a decrease of $0.1 million in rental revenues and expense recoveries attributable to redevelopment properties, partially offset by (1) an increase of $1.7 million in rental revenues and expense recoveries attributable to properties acquired in 2019 and 2018, and (2) an increase of other income of $0.4 million.

Property operating expenses were higher primarily as a result of (1) an increase of $1.1 million in property operating expenses attributable to properties acquired in 2019 and 2018, and (2) an increase of $0.6 million in property operating expenses attributable to the Company’s redevelopment properties, partially offset by (1) a decrease of $0.8 million in property operating expenses attributable to properties that were sold or held for sale in 2019 and 2018, and (2) a decrease of $0.7 million in property operating expenses attributable to same-center properties which was driven by the adoption of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”).

General and administrative costs were higher primarily as a result of (1) an increase in payroll expense of $2.8 million predominantly relating to the adoption of the new lease accounting standard in 2019 which no longer permits the capitalization of initial direct leasing costs, and (2) an increase in legal and professional fees of $0.6 million, partially offset by the reversal of $1.5 million of accrued expenses related to the termination of the prior Chief Operating Officer.

Depreciation and amortization expenses were higher primarily as a result (1) accelerated depreciation of $4.3 million in 2019 relating to the demolition of certain existing buildings at redevelopment properties, (2) an increase of $1.5 million attributable to same-center properties, (3) an increase of $1.2 million attributable to redevelopment properties, and (4) an increase of $0.5 million attributable to properties acquired in 2019 and 2018, partially offset by a decrease of $1.6 million attributable to properties that were sold or held for sale in 2019 and 2018.

Gain on sales in 2019 relates to the sale of Maxatawny Marketplace, located in Maxatawny, Pennsylvania and Fort Washington Center, located in Fort Washington, Pennsylvania. Gain on sale in 2018 relates to the sale of Mechanicsburg Center, located in Mechanicsburg, Pennsylvania.

Impairment charges in 2019 relate to The Commons, located in Dubois, Pennsylvania. Impairment charges in 2018 relate to (1) West Bridgewater Plaza, located in West Bridgewater, Pennsylvania totaling $9.4 million, and (2) Carll’s Corner, located in Bridgeton, New Jersey totaling $11.3 million

Interest expense was higher as a result of an increase in the overall weighted average interest rate.  

31

Early extinguishment of debt costs in 2018 relates to defeasement fees and the accelerated write-off of unamortized costs associated with the prepayment of certain mortgage loans payable.

Comparison of 2018 to 2017

							Change
	2018			2017			Dollars			Percent
Revenues	$	152,020,000		$	146,008,000		$	6,012,000		4.1%
Property operating expenses		(47,894,000	)		(44,329,000	)		(3,565,000	)	8.0%
Property operating income		104,126,000			101,679,000			2,447,000
General and administrative		(16,915,000	)		(16,907,000	)		(8,000	)	0.0%
Acquisition pursuit costs		-			(156,000	)		156,000		n/a
Depreciation and amortization		(40,053,000	)		(40,115,000	)		62,000		-0.2%
Gain on sales		4,864,000			7,099,000			(2,235,000	)	n/a
Impairment charges		(20,689,000	)		(9,538,000	)		(11,151,000	)	n/a
Interest expense		(22,146,000	)		(22,199,000	)		53,000		-0.2%
Early extinguishment of debt costs		(4,829,000	)		(210,000	)		(4,619,000	)	n/a
Net income		4,358,000			19,653,000			(15,295,000	)
Net (income) attributable to noncontrolling interests		(469,000	)		(510,000	)		41,000
Net income attributable to Cedar Realty Trust, Inc.	$	3,889,000		$	19,143,000		$	(15,254,000	)

Revenues were higher primarily as a result of (1) $5.4 million relating to a dark anchor tenant terminating its lease prior to the contractual expiration at a property held for sale, (2) an increase of $1.4 million in rental revenues and expense recoveries attributable to redevelopment properties, (3) an increase of $1.2 million in rental revenues and expense recoveries attributable to properties acquired in 2018 and 2017, and (4) an increase of $0.9 million in rental revenues and expense recoveries attributable to same-center properties, partially offset by (1) a decrease of $2.3 million in rental revenues and expense recoveries attributable to properties that were sold or held for sale in 2018 and 2017, and (2) a decrease in other income of $0.6 million.

Property operating expenses were higher primarily as a result of (1) an increase of $1.4 million in property operating expenses attributable to same-center properties (consisting primarily of increases in (a) real estate taxes of $0.6 million, (b) snow removal costs of $0.3 million, and (c) insurance expense of $0.2 million), (2) an increase of $1.2 million in property operating expenses attributable to redevelopment properties, and (3) an increase of $0.8 million in property operating expenses attributable to properties acquired in 2018 and 2017.

General and administrative costs remained consistent as a result of an increase in legal fees of $0.8 million, offset by nominal decrease in various other general and administrative expenses.

Acquisition pursuit costs in 2017 relate to acquisitions the Company chose not to continue to pursue.

Depreciation and amortization expenses remained consistent as a result of (1) a $0.8 million write-off arising from a lease termination for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration, (2) an increase of $0.7 million attributable to same-center properties, and (3) an increase of $0.3 million attributable to properties acquired in 2018 and 2017, partially offset by (1) a decrease of $1.2 million attributable to properties that were sold or held for sale in 2018 and 2017, and (2) a decrease of $0.7 million attributable to redevelopment properties.

Gain on sale in 2018 relates to the sale of Mechanicsburg Center, located in Mechanicsburg, Pennsylvania. Gain on sale in 2017 relates to the sale of an outparcel building adjacent to Camp Hill, located in Camp Hill, Pennsylvania.

Impairment charges in 2018 relate to (1) West Bridgewater Plaza, located in West Bridgewater, Pennsylvania totaling $9.4 million, and (2) Carll’s Corner, located in Bridgeton, New Jersey totaling $11.3 million.  Impairment charges in 2017 relate to Fredericksburg Way, located in Fredericksburg, Virginia.

Interest expense remained consistent as a result of (1) an increase in capitalized interest of $0.8 million, and (2) a decrease of $0.2 million in amortization of deferred financing costs, partially offset by (1) an increase of $0.8 million as a result of an increase in the overall weighted average interest rate, and (2) an increase of $0.2 million as a result of an increase in the overall outstanding principal balance of debt.

32

Early extinguishment of debt costs in 2018 relates to defeasement fees and the accelerated write-off of unamortized fees associated with the prepayment of certain mortgage loans payable. Early extinguishment of debt costs in 2017 relates to the accelerated write-off of unamortized fees associated with an amended and restated credit facility, and the accelerated write-off of unamortized fees associated with the prepayment of a mortgage loan payable.

Same-Property Net Operating Income

Same-property net operating income (“same-property NOI”) is a widely-used non-GAAP financial measure for REITs that the Company believes, when considered with financial statements prepared in accordance with GAAP, is useful to investors as it provides an indication of the recurring cash generated by the Company’s properties by excluding certain non-cash revenues and expenses, as well as other infrequent items such as lease termination income which tends to fluctuate more than rents from year to year. Properties are included in same-property NOI if they are owned and operated for the entirety of both periods being compared, except for properties undergoing significant redevelopment and expansion until such properties have stabilized, and properties classified as held for sale. Consistent with the capital treatment of such costs under GAAP, tenant improvements, leasing commissions and other direct leasing costs are excluded from same-property NOI.

The most directly comparable GAAP financial measure is consolidated operating income. Same-property NOI should not be considered as an alternative to consolidated operating income prepared in accordance with GAAP or as a measure of liquidity. Further, same-property NOI is a measure for which there is no standard industry definition and, as such, it is not consistently defined or reported on among the Company’s peers, and thus may not provide an adequate basis for comparison among REITs. The following table reconciles same-property NOI to the Company’s consolidated operating income:

	Years ended December 31,
	2019			2018
Operating income	$	25,075,000		$	31,333,000
Add (deduct):
General and administrative		18,804,000			16,915,000
Gain on sales		(2,942,000	)		(4,864,000	)
Impairment charges		8,938,000			20,689,000
Depreciation and amortization		45,861,000			40,053,000
Straight-line rents		(405,000	)		(1,142,000	)
Amortization of intangible lease liabilities		(2,827,000	)		(4,361,000	)
Other adjustments		(89,000	)		(87,000	)
NOI related to properties not defined as same-property		(16,263,000	)		(22,612,000	)
Same-property NOI	$	76,152,000		$	75,924,000
Number of same properties		47			47
Same-property occupancy, end of period		91.3	%		91.8	%
Same-property leased, end of period		93.2	%		92.0	%
Same-property average base rent, end of period	$	13.48		$	13.26

Same-property NOI for the comparative years increased by 0.3%. The results are driven primarily by an increase in average base rent of $0.22 per square foot, partially offset by a decrease in occupancy of 50 bps.

33

Leasing Activity

The following is a summary of the Company’s retail leasing activity during 2019:

												Tenant
					New rent		Prior rent		Cash basis			improvements
	Leases				per		per		%			per
	signed		GLA		sq.ft. ($)		sq.ft. ($)		change			sq.ft. ($)
Renewals		113		1,388,700		12.35		12.28		0.5	%		0.99
New Leases - Comparable		42		327,600		11.67		10.61		10.1	%		48.96	(a)
New Leases - Non-Comparable (b)		7		25,800		33.06	n/a		n/a				31.20	(a)
Total (c)		162		1,742,100		12.53	n/a		n/a				10.55

(a) Includes both tenant allowance and landlord work. Excludes first generation space.

(b) Includes leases signed at first generation and expansion spaces.

(c) Legal fees and leasing commissions averaged a combined total of $1.44 per square foot.

Liquidity and Capital Resources

The Company funds operating expenses and other short-term liquidity requirements, including debt service, tenant improvements, leasing commissions, preferred and common dividend distributions and distributions to minority interest partners, if made, primarily from its operations. The Company may also use its revolving credit facility for these purposes. The Company expects to fund long-term liquidity requirements for property acquisitions, redevelopment costs, capital improvements, and maturing debt initially with its revolving credit facility, and ultimately through a combination of issuing and/or assuming additional debt, the sale of equity securities, the issuance of additional OP Units, and/or the sale of properties. Although the Company believes it has access to secured and unsecured financing, there can be no assurance that the Company will have the availability of financing on completed development projects, additional construction financing, or proceeds from the refinancing of existing debt.

As of December 31, 2019, the Company had $95.6 million available for additional borrowings under its revolving credit facility. The Company has a $300 million unsecured credit facility which, as amended and restated on September 8, 2017, consisting of (1) a $250 million revolving credit facility, and (2) a $50 million term loan. Under an accordion feature, the facility can be increased to $750 million, subject to customary conditions and lending commitments.

On December 18, 2018, the Company’s Board of Directors approved a stock repurchase program, which authorized the Company to purchase up to $30.0 million of the Company’s common stock in the open market or through private transactions, subject to market conditions. The stock repurchase program expired on December 18, 2019. During 2019, the Company repurchased approximately 2,050,000 shares at a weighted average price per share of $3.34. Since approval of the plan on December 18, 2018, the Company has repurchased a total of 2,823,000 shares at a weighted average price per share of $3.25.

The Company’s unsecured credit facility and term loans contain financial covenants including, but not limited to, maximum debt leverage, maximum secured debt, minimum fixed charge coverage, and minimum net worth. In addition, the facilities contain restrictions including, but not limited to, limits on indebtedness, certain investments and distributions. Although the credit facilities are unsecured, borrowing availability is based on unencumbered property adjusted net operating income, as defined in the agreements. The Company’s failure to comply with the covenants or the occurrence of an event of default under the facilities could result in the acceleration of the related debt and exercise of other lender remedies. As of December 31, 2019, the Company is in compliance with all financial covenants. Interest on borrowings under the unsecured credit facility and term loans are based on the Company’s leverage ratio.

34

Debt and finance lease obligations are composed of the following at December 31, 2019:

			December 31, 2019
						Contractual
	Maturity		Balance			interest rates
Description	dates		outstanding			weighted-average
Fixed-rate mortgage	Jun 2026		$	46,679,000		3.9%
Finance lease obligation	Sep 2050			5,665,000		5.3%
Unsecured credit facilities (a):
Variable-rate:
Revolving credit facility	Sep 2021	(b)		106,000,000		3.2%
Term loan	Sep 2022			50,000,000		3.3%
Fixed-rate (c):
Term loan	Feb 2021			75,000,000		3.6%
Term loan	Feb 2022			50,000,000		3.0%
Term loan	Sep 2022	(d)		50,000,000		2.8%
Term loan	Apr 2023			100,000,000		3.2%
Term loan	Sep 2024			75,000,000		3.7%
Term loan	Jul 2025			75,000,000		4.6%
				633,344,000		3.5%
Unamortized issuance costs				(2,769,000	)
			$	630,575,000

(a) During the first quarter of 2020, the weighted average interest rate for the Company’s unsecured credit facilities increased 14 bps (ranging from an increase of 10 bps to 15 bps for each individual borrowing) as a result of a slight increase in the Company’s leverage ratio.

(b) The revolving credit facility is subject to a one-year extension at the Company’s option.

(c) The interest rates on these term loans consist of LIBOR plus a credit spread based on the Company’s leverage ratio, for which the Company has interest rate swap agreements which convert the LIBOR rates to fixed rates. Accordingly, these term loans are presented as fixed-rate debt. 

(d) The current interest rate swap agreement expires in February 2020 at which time a new interest rate swap agreement will begin resulting in an effective interest rate of 3.2%, based on the Company’s leverage ratio at December 31, 2019.

The following table details the Company’s debt and finance lease obligation maturities at December 31, 2019:

	Mortgage Loan		Finance Lease		Revolving			Term				Unamortized
Year	Payable		Obligation		Credit Facility			Loans		Total		Issuance Costs			Total
2020	$	1,034,000	$	33,000	$	-		$	-	$	1,067,000	$	(767,000	)	$	300,000
2021		1,074,000		35,000		106,000,000	(a)		75,000,000		182,109,000		(648,000	)		181,461,000
2022		1,116,000		37,000		-			150,000,000		151,153,000		(499,000	)		150,654,000
2023		1,160,000		39,000		-			100,000,000		101,199,000		(274,000	)		100,925,000
2024		1,206,000		41,000		-			75,000,000		76,247,000		(207,000	)		76,040,000
Thereafter		41,089,000		5,480,000		-			75,000,000		121,569,000		(374,000	)		121,195,000
	$	46,679,000	$	5,665,000	$	106,000,000		$	475,000,000	$	633,344,000	$	(2,769,000	)	$	630,575,000

(a) The revolving credit facility is subject to a one-year extension at the Company's option.

The remaining property-specific mortgage loan payable matures in 2026. Mortgage loans payable may require the Company to deposit certain replacement and other reserves with its lenders. Such “restricted cash” is generally available only for property-level requirements for which the reserves have been established, and is not available to fund other property-level or Company-level obligations.

In order to continue qualifying as a REIT, the Company is required to distribute at least 90% of its “REIT taxable income”, as defined in the Internal Revenue Code of 1986, as amended (the “Code”). The Company paid common and preferred stock dividends during 2019 and 2018. While the Company intends to continue paying regular quarterly dividends, future dividend declarations will continue to be at the discretion of the Board of Directors, and will depend on the cash flow and financial condition of the Company, capital requirements, annual distribution requirements under the REIT provisions of the Code, and such other factors as the Board of

35

Directors may deem relevant. Additionally, the Company may reduce or suspend payment of dividends to retain cash and reduce debt obligations and/or to fund redevelopments and other capital needs.

Contractual Obligations and Commercial Commitments

The following table sets forth the Company’s significant debt repayment, interest, finance and operating lease obligations at December 31, 2019:

	Maturity Date
	2020		2021		2022		2023		2024		Thereafter		Total
Debt:
Mortgage loan payable	$	1,034,000	$	1,074,000	$	1,116,000	$	1,160,000	$	1,206,000	$	41,089,000	$	46,679,000
Unsecured revolving credit facility (a)		-		106,000,000		-		-		-		-		106,000,000
Unsecured term loans		-		75,000,000		150,000,000		100,000,000		75,000,000		75,000,000		475,000,000
Interest payments (b)		21,913,000		18,468,000		13,438,000		8,856,000		6,934,000		4,014,000		73,623,000
Finance lease obligation (principal and interest)		333,000		333,000		333,000		333,000		333,000		10,729,000		12,394,000
Operating lease obligations		1,657,000		1,202,000		1,112,000		1,114,000		1,114,000		29,704,000		35,903,000
Total	$	24,937,000	$	202,077,000	$	165,999,000	$	111,463,000	$	84,587,000	$	160,536,000	$	749,599,000

(a) The revolving credit facility is subject to a one-year extension at the Company's option.

(b) Represents interest payments expected to be incurred on the Company's debt obligations as of December 31, 2019, including interest that may subsequently be capitalized. The interest rates used in this calculation in regards to the unsecured revolving credit facility and term loan not subject to interest rate swap agreements consist of LIBOR plus a credit spread based on the Company’s leverage ratio as of December 31, 2019, with the rate in effect at December 31, 2019 being assumed to remain in effect until their maturities. The interest rates used in this calculation in regards to the unsecured term loans subject to interest rate swap agreements consists of LIBOR plus a credit spread based on the Company’s leverage ratio as of December 31, 2019, for which the Company has converted the LIBOR rates to fixed rates.

In addition, the Company has outstanding construction commitments totaling approximately $13.6 million at December 31, 2019.

Off-Balance Sheet Arrangements

Other than the items disclosed in the Contractual Obligations and Commercial Commitments section above, the Company had no off-balance sheet arrangements as of December 31, 2019 that are reasonably likely to have a current or future material effect on the Company’s financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Net Cash Flows

	Year ended December 31,
	2019			2018			2017
Cash flows provided by (used in):
Operating activities	$	53,675,000		$	57,900,000		$	57,093,000
Investing activities	$	(22,342,000	)	$	(14,938,000	)	$	(45,497,000	)
Financing activities	$	(30,563,000	)	$	(48,204,000	)	$	(10,139,000	)

Operating Activities

Net cash provided by operating activities, before net changes in operating assets and liabilities, was $56.1 million, $66.7 million, and $65.5 million for 2019, 2018 and 2017, respectively.  The decrease between 2019 and 2018 was primarily a result of (1) the Company accepting a payment of $4.3 million in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration in 2018, (2) an increase in cash paid for interest, and (3) property dispositions in 2019 and 2018.The increase between 2018 and 2017 was primarily a result of the Company accepting a payment of $4.3 million in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration in 2018, partially offset by an increase in cash paid for interest.

Investing Activities

Net cash flows used in investing activities were primarily the result of the Company’s property disposition activities, property acquisitions and expenditures for property improvements. During 2019 the Company incurred expenditures of $31.9 million for property improvements, and acquired a property for $9.1 million, which was partially offset by $18.7 million in proceeds from the sales of properties. During 2018, the Company incurred expenditures of $30.4 million for property improvements and issued a $3.5 million mortgage note receivable, which was partially offset by $19.1 million in proceeds from the sale of properties. During 2017, the

36

Company acquired shopping centers for $32.4 million, and incurred expenditures of $25.6 million for property improvements, which was offset by $12.5 million in proceeds from the sale of an outparcel building.

Financing Activities

During 2019, the Company paid $28.6 million of preferred and common stock distributions, had $6.8 million of common stock repurchases, and had $1.0 million of mortgage repayments, which was partially offset by net borrowings of $6.0 million under the revolving credit facility. During 2018, the Company had $80.3 million of repayments of mortgage obligations, paid $50.0 million to partially redeem shares of its Series B Preferred Stock, had $29.6 million of preferred and common stock distributions, had $5.2 million of payment for early extinguishment of debt costs, had $2.3 million of common stock repurchases, and $0.7 million of payments for debt financing costs, which was partially offset by a $75.0 million borrowing under a new term loan, and net borrowings of $45.0 million under the revolving credit facility. During 2017, the Company paid $112.5 million to partially redeem shares of its Series B Preferred Stock, had $31.3 million of preferred and common stock distributions, net repayments of $17.0 million under the revolving credit facility, $10.3 million of repayments of mortgage obligations, and $2.5 million of payments for debt financing costs, which was partially offset by net proceeds of $120.4 million from the sale of shares of its Series C Preferred Stock, and net proceeds of $43.2 million from the sales of its common stock.

Funds From Operations

Funds From Operations (“FFO”) is a widely recognized supplemental non-GAAP measure utilized to evaluate the financial performance of a REIT. The Company presents FFO in accordance with the definition adopted by the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT generally defines FFO as net income attributable to common shareholders (determined in accordance with GAAP), excluding gains (losses) from sales of real estate properties, impairment provisions on real estate properties, plus real estate related depreciation and amortization, and adjustments for partnerships and joint ventures to reflect FFO on the same basis. The Company considers FFO to be an appropriate measure of its financial performance because it captures features particular to real estate performance by recognizing that real estate generally appreciates over time or maintains residual value to a much greater extent than other depreciable assets.

The Company also considers Operating Funds From Operations (“Operating FFO”) to be an additional meaningful financial measure of financial performance because it excludes items the Company does not believe are indicative of its core operating performance, such as non-capitalized acquisition pursuit costs, amounts relating to early extinguishment of debt and preferred stock redemption costs, management transition costs and certain redevelopment costs. The Company believes Operating FFO further assists in comparing the Company’s performance across reporting periods on a consistent basis by excluding such items.

FFO and Operating FFO should be reviewed with net income attributable to common shareholders, the most directly comparable GAAP financial measure, when trying to understand the Company’s operating performance. FFO and Operating FFO do not represent cash generated from operating activities and should not be considered as an alternative to net income attributable to common shareholders or to cash flow from operating activities. The Company’s computations of FFO and Operating FFO may differ from the computations utilized by other REITs and, accordingly, may not by comparable to such REITs.

37

A reconciliation of net (loss) attributable to common shareholders to FFO and Operating FFO for the years ended December 31, 2019, 2018 and 2017 is as follows:

	Years ended December 31,
	2019			2018			2017
Net (loss) attributable to common shareholders	$	(9,676,000	)	$	(10,481,000	)	$	(2,399,000	)
Real estate depreciation and amortization		45,677,000			39,858,000			39,922,000
Limited partners' interest		(57,000	)		(28,000	)		(13,000	)
Gain on sales		(2,942,000	)		(4,864,000	)		(7,099,000	)
Impairment charges		8,938,000			20,689,000			9,538,000
Consolidated minority interests:
Share of income		547,000			497,000			523,000
Share of FFO		(414,000	)		(430,000	)		(440,000	)
FFO applicable to diluted common shares		42,073,000			45,241,000			40,032,000
Reversal of management transition costs (a)		(1,500,000	)		—			—
Redevelopment costs (b)		196,000			—			37,000
Preferred stock redemption costs		—			3,507,000			7,890,000
Financing costs (c)		—			4,829,000			210,000
Acquisition pursuit costs (d)		—			—			156,000
Operating FFO applicable to diluted common shares	$	40,769,000		$	53,577,000		$	48,325,000
FFO per diluted common share	$	0.46		$	0.49		$	0.45
Operating FFO per diluted common share	$	0.45		$	0.58		$	0.55
Weighted average number of diluted common shares (e):
Common shares and equivalents		90,607,000			92,361,000			87,948,000
OP Units		547,000			429,000			350,000
		91,154,000			92,790,000			88,298,000

(a) General and administrative expenses were reduced as a result of the reversal of previously accrued expenses associated with the termination of the prior Chief Operating Officer. As original estimated expenses were added back to operating FFO when recorded in 2016, the reversal of such expenses have been deducted from Operating FFO.

(b) Includes redevelopment project costs expensed pursuant to GAAP such as certain demolition and lease termination costs.

(c) Represents extinguishment of debt costs.

(d) Represents costs directly associated with acquiring properties that are expensed pursuant to GAAP such as transfer taxes, brokerage fees and legal expenses.

(e) The weighted average number of diluted common shares used to compute FFO and Operating FFO applicable to diluted common shares includes OP Units, unvested restricted stock units and unvested restricted shares that are excluded from the computation of diluted EPS.

Inflation

Inflation has been relatively low in recent years (including our three most recent fiscal years) and has not had a significant detrimental impact on the Company’s results of operations. There have been mixed indications of an increase in inflation in the U.S. economy.  If inflation rates increase, substantially all of the Company’s tenant leases contain provisions designed to partially mitigate the negative impact of inflation in the near term. Such lease provisions include clauses that require tenants to reimburse the Company for inflation-sensitive costs such as real estate taxes and many of the operating expenses it incurs. Significant inflation rate increases over a prolonged period of time may have a material adverse impact on the Company’s business.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

One of the principal market risks facing the Company is the risk of interest rate changes, primarily through its variable-rate revolving credit facility and term loans. The Company’s objectives with respect to interest rate risk are to limit the impact of interest rate changes on operations and cash flows, and to lower its overall borrowing costs. To achieve these objectives, the Company may borrow at either fixed rates or at variable rates and enter into derivative financial instruments, such as interest rate swaps, to mitigate its interest rate risk. The Company does not enter into derivative or interest rate transactions for speculative purposes. The Company is not directly subject to foreign currency risk.

38

The Company has entered into forward interest rate swap agreements which convert the LIBOR rates to fixed rates for certain unsecured term loans. At December 31, 2019, the Company had $0.1 million included in deferred charges and other assets, net, in addition to $7.2 million included in accounts payable and accrued liabilities on the consolidated balance sheet relating to the fair value of the interest rate swaps applicable to certain unsecured term loans.

At December 31, 2019, long-term debt consisted of a fixed-rate mortgage loan payable, a finance lease obligation, unsecured term loans, and the Company’s unsecured variable-rate credit facility. Excluding unamortized premiums and debt issuance costs, the average interest rate on the $477.3 million of fixed-rate debt outstanding was 3.6%, with maturities at various dates through 2050. The average interest rate on the $156.0 million of variable-rate debt outstanding, which consists of the unsecured revolving credit facility and a term loan, was 3.2%. With respect to the $156.0 million of variable-rate debt, if contractual interest rates either increase or decrease by 100 bps, the Company’s interest cost would increase or decrease respectively by approximately $1.6 million per annum.

With respect to the Company’s fixed rate mortgage note and unsecured term loans with rates fixed through the use of derivative financial instruments, changes in interest rates generally do not affect the Company’s interest expense as these notes are at fixed rates for extended terms. Because the Company intends to hold its existing fixed-rate debt either to maturity or until the sale of the associated property, these fixed-rate notes pose an interest rate risk to the Company’s results of operations and its working capital position only upon the refinancing of that indebtedness. The Company’s possible risk is from increases in long-term interest rates that may occur as this may increase the cost of refinancing maturing fixed-rate debt. In addition, the Company may incur prepayment penalties or defeasance costs when prepaying or defeasing debt.

39

Item 8. Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm	41
Consolidated Balance Sheets, December 31, 2019 and 2018	42
Consolidated Statements of Operations, years ended December 31, 2019, 2018, and 2017	43
Consolidated Statements of Comprehensive Income, years ended December 31, 2019, 2018 and 2017	44
Consolidated Statements of Equity, years ended December 31, 2019, 2018 and 2017	45-46
Consolidated Statements of Cash Flows, years ended December 31, 2019, 2018 and 2017	47
Notes to Consolidated Financial Statements	48-68
Schedule Filed As Part Of This Report
Schedule III – Real Estate and Accumulated Depreciation, December 31, 2019	69-71

All other schedules have been omitted because the required information is not present, is not present in amounts sufficient to require submission of the schedule, or is included in the consolidated financial statements or notes thereto.

40

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Cedar Realty Trust, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Cedar Realty Trust, Inc. as of December 31, 2019 and 2018, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2019, and the related notes and schedule listed in the index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 13, 2020 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ ERNST & YOUNG LLP

We have served as the Company’s auditor since 1984.

New York, New York

February 13, 2020

41

CEDAR REALTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS

	December 31,
	2019			2018
ASSETS
Real estate:
Land	$	293,456,000		$	295,734,000
Buildings and improvements		1,221,750,000			1,212,948,000
		1,515,206,000			1,508,682,000
Less accumulated depreciation		(389,861,000	)		(361,969,000	)
Real estate, net		1,125,345,000			1,146,713,000
Real estate held for sale		13,230,000			11,592,000
Cash and cash equivalents		2,747,000			1,977,000
Receivables		22,164,000			21,977,000
Other assets and deferred charges, net		42,139,000			40,642,000
TOTAL ASSETS	$	1,205,625,000		$	1,222,901,000
LIABILITIES AND EQUITY
Mortgage loan payable	$	46,370,000		$	47,315,000
Finance lease obligation		5,364,000			5,387,000
Unsecured revolving credit facility		106,000,000			100,000,000
Unsecured term loans		472,841,000			472,132,000
Accounts payable and accrued liabilities		50,502,000			26,142,000
Unamortized intangible lease liabilities		10,473,000			13,209,000
Total liabilities		691,550,000			664,185,000
Commitments and contingencies		-			-
Equity:
Cedar Realty Trust, Inc. shareholders' equity:
Preferred stock		159,541,000			159,541,000
Common stock  ($0.06 par value, 150,000,000 shares authorized, 89,020,000 and 90,436,000 shares, issued and outstanding, respectively)		5,341,000			5,426,000
Treasury stock  (3,068,000 and 2,971,000 shares, respectively, at cost)		(16,311,000	)		(16,572,000	)
Additional paid-in capital		872,724,000			875,565,000
Cumulative distributions in excess of net income		(503,725,000	)		(475,726,000	)
Accumulated other comprehensive (loss) income		(7,009,000	)		7,191,000
Total Cedar Realty Trust, Inc. shareholders' equity		510,561,000			555,425,000
Noncontrolling interests:
Minority interests in consolidated joint ventures		435,000			(112,000	)
Limited partners'  OP Units		3,079,000			3,403,000
Total noncontrolling interests		3,514,000			3,291,000
Total equity		514,075,000			558,716,000
TOTAL LIABILITIES AND EQUITY	$	1,205,625,000		$	1,222,901,000

See accompanying notes to consolidated financial statements

42

CEDAR REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

	Years ended December 31,
	2019			2018			2017
REVENUES
Rental revenues	$	142,719,000		$	147,236,000		$	144,496,000
Other		1,364,000			4,784,000			1,512,000
Total revenues		144,083,000			152,020,000			146,008,000
EXPENSES
Operating, maintenance and management		27,593,000			27,771,000			24,752,000
Real estate and other property-related taxes		20,754,000			20,123,000			19,577,000
General and administrative		18,804,000			16,915,000			16,907,000
Acquisition pursuit costs		-			-			156,000
Depreciation and amortization		45,861,000			40,053,000			40,115,000
Total expenses		113,012,000			104,862,000			101,507,000
OTHER
Gain on sales		2,942,000			4,864,000			7,099,000
Impairment charges		(8,938,000	)		(20,689,000	)		(9,538,000	)
Total other		(5,996,000	)		(15,825,000	)		(2,439,000	)
OPERATING INCOME		25,075,000			31,333,000			42,062,000
NON-OPERATING INCOME AND EXPENSES
Interest expense		(23,509,000	)		(22,146,000	)		(22,199,000	)
Early extinguishment of debt costs		-			(4,829,000	)		(210,000	)
Total non-operating income and expenses		(23,509,000	)		(26,975,000	)		(22,409,000	)
NET INCOME		1,566,000			4,358,000			19,653,000
Net (income) loss attributable to noncontrolling interests:
Minority interests in consolidated joint ventures		(547,000	)		(497,000	)		(523,000	)
Limited partners' interest in Operating Partnership		57,000			28,000			13,000
Total net (income) attributable to noncontrolling interests		(490,000	)		(469,000	)		(510,000	)
NET INCOME ATTRIBUTABLE TO CEDAR REALTY TRUST, INC.		1,076,000			3,889,000			19,143,000
Preferred stock dividends		(10,752,000	)		(10,863,000	)		(13,652,000	)
Preferred stock redemption costs		-			(3,507,000	)		(7,890,000	)
NET (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(9,676,000	)	$	(10,481,000	)	$	(2,399,000	)
NET (LOSS) PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS (BASIC AND DILUTED):	$	(0.12	)	$	(0.13	)	$	(0.04	)
Weighted average number of common shares - basic and diluted		86,341,000			88,420,000			84,168,000

See accompanying notes to consolidated financial statements

43

CEDAR REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	Years ended December 31,
	2019			2018			2017
Net income	$	1,566,000		$	4,358,000		$	19,653,000
Other comprehensive income - unrealized (loss) gain on change in fair value of cash flow hedges		(14,286,000	)		1,518,000			5,287,000
Comprehensive (loss) income		(12,720,000	)		5,876,000			24,940,000
Comprehensive (income) attributable to noncontrolling interests		(404,000	)		(490,000	)		(530,000	)
Comprehensive (loss) income attributable to Cedar Realty Trust, Inc.	$	(13,124,000	)	$	5,386,000		$	24,410,000

See accompanying notes to consolidated financial statements

44

CEDAR REALTY TRUST, INC.

CONSOLIDATED STATEMENT OF EQUITY

Years ended December 31, 2019, 2018 and 2017

																			Cumulative			Accumulated
													Treasury			Additional			distributions			other
	Preferred stock						Common stock						stock,			paid-in			in excess of			comprehensive
	Shares			Amount			Shares			Amount			at cost			capital			net income			income (loss)			Total
BALANCE, DECEMBER 31, 2016		7,950,000		$	190,661,000			85,316,000		$	5,119,000		$	(18,129,000	)	$	829,526,000		$	(426,864,000	)	$	427,000		$	580,740,000
Net income		—			—			—			—			—			—			19,143,000			—			19,143,000
Unrealized gain on change in fair value of cash flow hedges		—			—			—			—			—			—			—			5,267,000			5,267,000
Share-based compensation, net		—			—			249,000			15,000			(334,000	)		3,832,000			—			—			3,513,000
Net proceeds from sales of Series C Shares		5,000,000			124,774,000			—			—			—			(4,342,000	)		—			—			120,432,000
Redemptions of Series B Shares		(4,500,000	)		(107,927,000	)		—			—			—			3,307,000			(7,890,000	)		—			(112,510,000	)
Common stock sales, net of issuance expenses		—			—			5,752,000			345,000			—			42,821,000			—			—			43,166,000
Preferred stock dividends		—			—			—			—			—			—			(13,652,000	)		—			(13,652,000	)
Distributions to common shareholders/noncontrolling interests		—			—			—			—			—			—			(17,681,000	)		—			(17,681,000	)
Redemption of OP Units		—			—			—			—			—			—			—			—			—
Reallocation adjustment of limited partners' interest		—			—			—			—			—			(82,000	)		—			—			(82,000	)
BALANCE, DECEMBER 31, 2017		8,450,000			207,508,000			91,317,000			5,479,000			(18,463,000	)		875,062,000			(446,944,000	)		5,694,000			628,336,000
Net (loss) income		—			—			—			—			—			—			3,889,000			—			3,889,000
Unrealized gain on change in fair value of cash flow hedges		—			—			—			—			—			—			—			1,497,000			1,497,000
Share-based compensation, net		—			—			(111,000	)		(7,000	)		1,891,000			1,467,000			—			—			3,351,000
Redemptions of Series B Shares		(2,000,000	)		(47,967,000	)		—			—			—			1,458,000			(3,507,000	)		—			(50,016,000	)
Common stock sales, net of issuance expenses		—			—			2,000			—			—			9,000			—			—			9,000
Common stock repurchases		—			—			(772,000	)		(46,000	)		—			(2,283,000	)		—			—			(2,329,000	)
Preferred stock dividends		—			—			—			—			—			—			(10,863,000	)		—			(10,863,000	)
Distributions to common shareholders/noncontrolling interests		—			—			—			—			—			—			(18,301,000	)		—			(18,301,000	)
Redemption of OP Units		—			—			—			—			—			—			—			—			—
Issuance of OP Units		—			—			—			—			—			—			—			—			—
Reallocation adjustment of limited partners' interest		—			—			—			—			—			(148,000	)		—			—			(148,000	)
BALANCE, DECEMBER 31, 2018		6,450,000			159,541,000			90,436,000			5,426,000			(16,572,000	)		875,565,000			(475,726,000	)		7,191,000			555,425,000
Prior period adjustment - adoption of lease accounting standard		—			—			—			—			—			—			(515,000	)		—			(515,000	)
BALANCE, DECEMBER 31, 2018, RESTATED		6,450,000			159,541,000			90,436,000			5,426,000			(16,572,000	)		875,565,000			(476,241,000	)		7,191,000			554,910,000
Net (loss) income		—			—			—			—			—			—			1,076,000			—			1,076,000
Unrealized (loss) on change in fair value of cash flow hedges		—			—			—			—			—						—			(14,200,000	)		(14,200,000	)
Share-based compensation, net		—			—			626,000			38,000			261,000			3,830,000			—			—			4,129,000
Common stock sales, net of issuance expenses		—			—			8,000			—			—			23,000			—			—			23,000
Common stock repurchases		—			—			(2,050,000	)		(123,000	)		—			(6,721,000	)		—			—			(6,844,000	)
Preferred stock dividends		—			—			—			—			—			—			(10,752,000	)		—			(10,752,000	)
Distributions to common shareholders/noncontrolling interests		—			—			—			—			—			—			(17,808,000	)		—			(17,808,000	)
Redemption of OP Units		—			—			—			—			—			—			—			—			—
Reallocation adjustment of limited partners' interest		—			—			—			—			—			27,000			—			—			27,000
BALANCE, DECEMBER 31, 2019		6,450,000			159,541,000			89,020,000			5,341,000			(16,311,000	)		872,724,000			(503,725,000	)		(7,009,000	)		510,561,000

45

CEDAR REALTY TRUST, INC.

CONSOLIDATED STATEMENT OF EQUITY

Years ended December 31, 2019, 2018 and 2017

Continued

	Noncontrolling Interests
	Minority
	interests in			Limited
	consolidated			partners'						Total
	joint ventures			OP Units			Total			equity
BALANCE, DECEMBER 31, 2016	$	(1,132,000	)	$	2,389,000		$	1,257,000		$	581,997,000
Net income		523,000			(13,000	)		510,000			19,653,000
Unrealized gain on change in fair value of cash flow hedges		—			20,000			20,000			5,287,000
Share-based compensation, net		—			—			—			3,513,000
Net proceeds from sales of Series C Shares		—			—			—			120,432,000
Redemptions of Series B Shares		—			—			—			(112,510,000	)
Common stock sales, net of issuance expenses		—			—			—			43,166,000
Preferred stock dividends		—			—			—			(13,652,000	)
Distributions to common shareholders/noncontrolling interests		—			(70,000	)		(70,000	)		(17,751,000	)
Redemption of OP Units		—			(24,000	)		(24,000	)		(24,000	)
Reallocation adjustment of limited partners' interest		—			82,000			82,000			—
BALANCE, DECEMBER 31, 2017		(609,000	)		2,384,000			1,775,000			630,111,000
Net (loss) income		497,000			(28,000	)		469,000			4,358,000
Unrealized gain on change in fair value of cash flow hedges		—			21,000			21,000			1,518,000
Share-based compensation, net		—			—			—			3,351,000
Redemptions of Series B Shares		—			—			—			(50,016,000	)
Common stock sales, net of issuance expenses		—			—			—			9,000
Common stock repurchases		—			—			—			(2,329,000	)
Preferred stock dividends		—			—			—			(10,863,000	)
Distributions to common shareholders/noncontrolling interests		—			(90,000	)		(90,000	)		(18,391,000	)
Redemption of OP Units		—			(7,000	)		(7,000	)		(7,000	)
Issuance of OP Units		—			975,000			975,000			975,000
Reallocation adjustment of limited partners' interest		—			148,000			148,000			—
BALANCE, DECEMBER 31, 2018		(112,000	)		3,403,000			3,291,000			558,716,000
Prior period adjustment - adoption of lease accounting standard		—			—			—			(515,000	)
BALANCE, DECEMBER 31, 2018, RESTATED		(112,000	)		3,403,000			3,291,000			558,201,000
Net (loss) income		547,000			(57,000	)		490,000			1,566,000
Unrealized (loss) on change in fair value of cash flow hedges		—			(86,000	)		(86,000	)		(14,286,000	)
Share-based compensation, net		—			—			—			4,129,000
Common stock sales, net of issuance expenses		—			—			—			23,000
Common stock repurchases		—			—			—			(6,844,000	)
Preferred stock dividends		—			—			—			(10,752,000	)
Distributions to common shareholders/noncontrolling interests		—			(111,000	)		(111,000	)		(17,919,000	)
Redemption of OP Units		—			(43,000	)		(43,000	)		(43,000	)
Reallocation adjustment of limited partners' interest		—			(27,000	)		(27,000	)		—
BALANCE, DECEMBER 31, 2019	$	435,000		$	3,079,000		$	3,514,000		$	514,075,000

See accompanying notes to consolidated financial statements

46

CEDAR REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Years ended December 31,
	2019			2018			2017
OPERATING ACTIVITIES
Net income	$	1,566,000		$	4,358,000		$	19,653,000
Adjustments to reconcile net income to net cash provided by operating activities:
Gain on sales		(2,942,000	)		(4,864,000	)		(7,099,000	)
Impairment charges		8,938,000			20,689,000			9,538,000
Early extinguishment of debt costs		—			4,829,000			210,000
Straight-line rents and expenses, net		(265,000	)		(1,142,000	)		(864,000	)
Provision for doubtful accounts		412,000			2,273,000			1,715,000
Depreciation and amortization		45,861,000			40,053,000			40,115,000
Amortization of intangible lease liabilities, net		(2,827,000	)		(4,361,000	)		(2,518,000	)
Expense relating to share-based compensation, net		4,117,000			3,763,000			3,552,000
Amortization of premium on mortgage loan payable		—			(80,000	)		(130,000	)
Amortization of deferred financing costs		1,286,000			1,224,000			1,325,000
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
Rents and other receivables		(812,000	)		(3,902,000	)		(3,467,000	)
Prepaid expenses and other		(3,037,000	)		(6,591,000	)		(4,600,000	)
Accounts payable and accrued liabilities		1,378,000			1,651,000			(337,000	)
Net cash provided by operating activities		53,675,000			57,900,000			57,093,000
INVESTING ACTIVITIES
Acquisition of real estate		(9,083,000	)		(179,000	)		(32,442,000	)
Expenditures for real estate improvements		(31,910,000	)		(30,377,000	)		(25,561,000	)
Net proceeds from sales of real estate		18,651,000			19,118,000			12,506,000
Issuance of mortgage note receivable		—			(3,500,000	)		—
Net cash (used in) investing activities		(22,342,000	)		(14,938,000	)		(45,497,000	)
FINANCING ACTIVITIES
Repayments under revolving credit facility		(21,000,000	)		(123,500,000	)		(185,500,000	)
Advances under revolving credit facility		27,000,000			168,500,000			168,500,000
Advance under term loan		—			75,000,000			—
Mortgage repayments		(1,027,000	)		(80,330,000	)		(10,294,000	)
Payment of early extinguishment of debt costs		—			(5,159,000	)		—
Payments of debt financing costs		—			(705,000	)		(2,502,000	)
Noncontrolling interests:
Distributions to limited partners		(111,000	)		(90,000	)		(70,000	)
Redemption of OP Units		(43,000	)		(7,000	)		(24,000	)
Net proceeds from sale of preferred stock		—			—			120,432,000
Redemptions of preferred stock		—			(50,016,000	)		(112,510,000	)
Common stock sales less issuance expenses, net		22,000			9,000			43,166,000
Common stock repurchases		(6,844,000	)		(2,329,000	)		—
Preferred stock dividends		(10,752,000	)		(11,276,000	)		(13,656,000	)
Distributions to common shareholders		(17,808,000	)		(18,301,000	)		(17,681,000	)
Net cash (used in) financing activities		(30,563,000	)		(48,204,000	)		(10,139,000	)
Net increase (decrease) in cash, cash equivalents and restricted cash		770,000			(5,242,000	)		1,457,000
Cash, cash equivalents and restricted cash at beginning of year		1,977,000			7,219,000			5,762,000
Cash, cash equivalents and restricted cash at end of year	$	2,747,000		$	1,977,000		$	7,219,000
Reconciliation to consolidated balance sheets:
Cash and cash equivalents	$	2,747,000		$	1,977,000		$	3,702,000
Restricted cash		—			—			3,517,000
Cash, cash equivalents and restricted cash	$	2,747,000		$	1,977,000		$	7,219,000

See accompanying notes to consolidated financial statements

47

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Note 1. Business and Organization

Cedar Realty Trust, Inc. (the "Company") is a real estate investment trust ("REIT") that focuses primarily on ownership, operation and redevelopment of grocery-anchored shopping centers in high-density urban markets from Washington, D.C. to Boston. At December 31, 2019, the Company owned and managed a portfolio of 56 operating properties (excluding properties “held for sale”).

Cedar Realty Trust Partnership, L.P. (the "Operating Partnership") is the entity through which the Company conducts substantially all of its business and owns (either directly or through subsidiaries) substantially all of its assets. At December 31, 2019, the Company owned a 99.4% general and limited partnership interest in, and was the sole general partner of, the Operating Partnership. The limited partners’ interest in the Operating Partnership (0.6% at December 31, 2019) is represented by partnership units in the Operating Partnership (“OP Units”). The carrying amount of such interest is adjusted at the end of each reporting period to an amount equal to the limited partners’ ownership percentage of the Operating Partnership’s net equity. The 537,000 OP Units are economically equivalent to the Company’s common stock. The holders of OP Units have the right to exchange their OP Units for the same number of shares of the Company’s common stock or, at the Company’s option, for cash. Unless specifically noted otherwise, all references to OP Units exclude limited partnership units held by the Company.

As used herein, the "Company" refers to Cedar Realty Trust, Inc. and its subsidiaries on a consolidated basis, including the Operating Partnership or, where the context so requires, Cedar Realty Trust, Inc. only. 

Note 2. Summary of Significant Accounting Policies

Principles of Consolidation/Basis of Preparation

The consolidated financial statements include the accounts and operations of the Company, the Operating Partnership, its subsidiaries, and certain joint venture partnerships in which it participates. The Company consolidates all variable interest entities (“VIEs”) for which it is the primary beneficiary. Generally, a VIE is an entity with one or more of the following characteristics: (1) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (2) as a group, the holders of the equity investment at risk (a) lack the power through voting or similar rights to make decisions about the entity’s activities that significantly impact the entity’s performance, (b) have no obligation to absorb the expected losses of the entity, or (c) have no right to receive the expected residual returns of the entity, or (3) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately fewer voting rights. A VIE is required to be consolidated by its primary beneficiary. The primary beneficiary of a VIE has (1) the power to direct the activities that most significantly impact the entity’s economic performance, and (2) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. Significant judgments related to these determinations include estimates about the current and future fair values, performance of real estate held by these VIEs, and general market conditions.

The Financial Accounting Standards Board (“FASB”) issued guidance which amended the consolidation requirements, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under the analysis, limited partnerships and other similar entities will be considered variable interest entities unless the limited partners hold substantive kick-out rights or participating rights. The guidance was adopted on January 1, 2016. The Company evaluated its existing joint venture property at San Souci Plaza based on the new guidance, determined the entity to be a variable interest entity, and continued to consolidate the entity. At December 31, 2019, this VIE owned real estate with a carrying value of $26.2 million and no mortgage loan payable.

The Company has a 60%-owned joint venture originally formed to develop the project known as Crossroads II. This joint venture is consolidated as it is deemed to be a VIE and the Company is the primary beneficiary. The Company (1) guaranteed all related debt, (2) does not require its partners to fund additional capital requirements, (3) has an economic interest greater than its voting proportion and (4) directs the management activities that significantly impact the performance of the joint venture. At December 31, 2019, this VIE owned real estate with a carrying value of $37.6 million and no mortgage loan payable.  

The accompanying financial statements are prepared on the accrual basis in accordance with accounting principles generally accepted in the United States (“GAAP”), which requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported

48

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

amounts of revenue and expenses during the periods covered by the financial statements. Actual results could differ from these estimates.

Real Estate Investments

Real estate investments are carried at cost less accumulated depreciation. The provision for depreciation is calculated using the straight-line method based upon the estimated useful lives of the respective assets of between 3 and 40 years, with buildings being depreciated at the upper end of the range. Depreciation expense amounted to $41.8 million, $36.1 million and $36.5 million for 2019, 2018 and 2017, respectively. Expenditures for betterments that substantially extend the useful lives of the assets are capitalized. Expenditures for maintenance, repairs, and betterments that do not substantially prolong the normal useful life of an asset are charged to operations as incurred.

Real estate investments include costs of development and redevelopment activities, and construction in progress. Capitalized costs, including interest and other carrying costs during the construction and/or renovation periods, are included in the cost of the related asset and charged to operations through depreciation over the asset’s estimated useful life. A variety of costs are incurred in the development and leasing of a property, such as pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs, and other costs incurred during the period of development. After a determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. The Company ceases capitalization on the portions substantially completed and occupied, or held available for occupancy, and capitalizes only those costs associated with the portions under development. The Company considers a construction project to be substantially completed and held available for occupancy upon the completion of tenant improvements, but not later than one year from cessation of major construction activity.

The Company allocates the fair value of real estate acquired to land, buildings and improvements. In addition, the fair value of in-place leases is allocated to intangible lease assets and liabilities. The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, which value is then allocated to land, buildings and improvements based on management’s determination of the fair values of these assets. In valuing an acquired property’s intangibles, factors considered by management include an estimate of carrying costs during the expected lease-up periods, such as real estate taxes, insurance, other operating expenses, and estimates of lost rental revenue during the expected lease-up periods based on its evaluation of current market demand. Management also estimates costs to execute similar leases, including leasing commissions, tenant improvements, legal and other related costs.

The values of acquired above-market and below-market leases are recorded based on the present values (using discount rates which reflect the risks associated with the leases acquired) of the differences between the contractual amounts to be received and management’s estimate of market lease rates, measured over the terms of the respective leases that management deemed appropriate at the time of the acquisitions. Such valuations include consideration of the non-cancellable terms of the respective leases as well as any applicable renewal periods. The fair values associated with below-market rental renewal options are determined based on the Company’s experience and the relevant facts and circumstances that existed at the time of the acquisitions. The values of above-market leases are amortized to rental income over the terms of the respective non-cancelable lease periods. The portion of the values of below-market leases associated with the original non-cancelable lease terms are amortized to rental income over the terms of the respective non-cancelable lease periods.  The portion of the values of the leases associated with below-market renewal options that are likely of exercise are amortized to rental income over the respective renewal periods. The value of other intangible assets (including leasing commissions, tenant improvements, etc.) is amortized to expense over the applicable terms of the respective leases. If a lease were to be terminated prior to its stated expiration or not renewed, all unamortized amounts relating to that lease would be recognized in operations at that time.

Management reviews each real estate investment for impairment whenever events or circumstances indicate that the carrying value of a real estate investment may not be recoverable. The review of recoverability of real estate investments held for use is based on an estimate of the future cash flows that are expected to result from the real estate investment’s use and eventual disposition. These cash flows consider factors such as expected future operating income, trends and prospects, as well as the effects of leasing demand, capital expenditures, competition and other factors. If an impairment event exists due to the projected inability to recover the carrying value of a real estate investment, an impairment loss is recorded to the extent that the carrying value exceeds estimated fair value. 

Effective January 1, 2018, the Company has adopted the guidance on gains and losses from the derecognition of nonfinancial assets. This guidance applies to all nonfinancial assets (including real estate) for which the counterparty is not a customer and also

49

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

clarifies that all businesses are derecognized using the deconsolidation guidance. Additionally, it defines an in substance nonfinancial asset as a financial asset that is promised to a counterparty in a contract in which substantially all of the fair value of the asset promised in the contract is concentrated in nonfinancial assets, which excludes cash or cash equivalents and liabilities. The Company believes these criteria for all real estate sold were met during 2019 and 2018. Under prior guidance, sales of real estate were recognized only when sufficient down payments had been obtained, possession and other attributes of ownership had been transferred to the buyer and the Company had no significant continuing involvement. The Company believes these criteria were met for all real estate sold during 2017.

Properties Held For Sale

The Company follows the guidance for reporting discontinued operations, whereby a disposal of an individual property or group of properties is required to be reported in “discontinued operations” only if the disposal represents a strategic shift that has, or will have, a major effect on the Company’s operations and financial results. The results of operations for those properties not meeting such criteria are reported in “continuing operations” in the consolidated statements of operations.

The carrying values of the assets and liabilities of properties determined to be held for sale, principally the net book values of the real estate and the related mortgage loans payable expected to be assumed by the buyers, are reclassified as “held for sale” on the Company’s consolidated balance sheets at the time such determinations are made, on a prospective basis only. In addition, the Company anticipates that sales of all such properties remaining classified as “held for sale” at the balance sheet date will be concluded within one year from such date.

The Company, when applicable, conducts a continuing review of the values for all properties “held for sale” based on final sales prices and sales contracts entered into. Impairment charges/reversals, if applicable, are based on a comparison of the carrying values of the properties with either (1) actual sales prices less costs to sell for properties sold, or contract amounts for properties in the process of being sold, (2) estimated sales prices, less costs to sell, based on discounted cash flow analyses, if no contract amounts are being negotiated (see Note 4 - “Fair Value Measurements”), or (3) with respect to land parcels, estimated sales prices, less costs to sell, based on comparable sales completed in the selected market areas. Prior to the Company’s determination to dispose of properties, which are subsequently reclassified to “held for sale”, the Company performed recoverability analyses based on the estimated undiscounted cash flows that were expected to result from the real estate investments’ use and eventual disposal. The projected undiscounted cash flows of each property reflects that the carrying value of each real estate investment would be recovered. However, as a result of the properties’ meeting the “held for sale” criteria, such properties were written down to the lower of their carrying value and estimated fair values less costs to sell.

Cash and Cash Equivalents / Restricted Cash

Cash and cash equivalents consist of cash in banks and short-term investments with original maturities when purchased of less than ninety days, and include cash at consolidated joint ventures of $0.3 million and $0.2 million at December 31, 2019 and 2018, respectively.

The terms of mortgage loans payable may require the Company to deposit certain replacement and other reserves with its lenders. Such “restricted cash” is generally available only for property-level requirements for which the reserves have been established.

Fair Value Measurements

The accounting guidance for fair value measurement establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels:

• Level 1 – Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

• Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

50

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible while also considering counterparty credit risk in the assessment of fair value.

Revenue Recognition and Receivables

Management has determined that all of the Company’s leases with its various tenants are operating leases. Rental income with scheduled rent increases is recognized using the straight-line method over the respective non-cancelable terms of the leases. The aggregate excess of rental revenue recognized on a straight-line basis over the contractual base rents is included in receivables on the consolidated balance sheet. Leases also generally contain provisions under which the tenants reimburse the Company for a portion of property operating expenses and real estate taxes incurred, generally attributable to their respective allocable portions of gross leasable area. Such income is recognized in the periods earned. In addition, a limited number of operating leases contain contingent rent provisions under which tenants are required to pay, as additional rent, a percentage of their sales in excess of a specified amount. The Company defers recognition of contingent rental income until those specified sales targets are met. Revenues also include items such as lease termination fees, which tend to fluctuate more than rents from year to year. Termination fees are fees that the Company has agreed to accept in consideration for permitting certain tenants to terminate their lease prior to the contractual expiration.  The Company recognizes lease termination income when the following conditions are met: (1) the lease termination agreement has been executed, (2) the lease termination fee is determinable, (3) all the Company’s landlord services pursuant to the terminated lease have been rendered, and (4) collectability of the lease termination fee is assured.

In November 2018, the FASB clarified the existing accounting treatment relating to receivables arising from operating leases, stating that such receivables are not within the scope of the expected credit loss standard and that impairment of receivables arising from operating leases should be accounted for in accordance with the recently-adopted lease accounting standard. This required the Company, as of January 1, 2019, to review its existing lease portfolio to determine if all future lease payments are probable of collection and, if the Company determined that all future lease payments are not probable of collection, the Company will account for these leases on a cash basis. This required that all amounts that were historically recorded as bad debt expense, and previously included in operating expenses in the Company’s consolidated statement of operations, now be recorded as a direct reduction of rental revenues. Prior to January 1, 2019, the Company made estimates as to the collectability of its accounts receivable related to base rent, straight-line rent, percentage rent, expense reimbursements and other revenues. When management analyzed accounts receivable and evaluated the adequacy of the allowance for doubtful accounts, it considered such things as historical bad debts, tenant creditworthiness, current economic trends, current developments relevant to a tenant’s business specifically and to its business category generally, and changes in tenants’ payment patterns. The allowance for doubtful accounts was $5.6 million and $5.9 million at December 31, 2019 and 2018, respectively. The provision for doubtful accounts (included in operating, maintenance and management expenses) was $0.4 million, $2.2 million and $1.7 million in 2019, 2018 and 2017, respectively.

Segment Information

The Company’s primary business is the ownership and operation of grocery-anchored shopping centers. The Company reviews operating and financial information for each property on an individual basis and, accordingly, each property represents an individual operating segment. The Company evaluates financial performance using property operating income, which consists of rental income and other property income, less operating expenses and real estate taxes. No individual property constitutes more than 10% of the Company’s revenues or property operating income, and the Company has no operations outside of the United States of America. Therefore, the Company has aggregated its properties into one reportable segment as the properties share similar long-term economic characteristics and have other similarities including the fact that they are operated using consistent business strategies, are typically located in major metropolitan areas, and have similar tenant mixes.

Income Taxes

The Company, organized in 1984, has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”). A REIT will generally not be subject to federal income taxation on that portion of its income that qualifies as REIT taxable income, to the extent that it distributes at least 90% of such REIT taxable income to its shareholders and complies with certain other requirements. As of December 31, 2019, the Company was in compliance with all REIT requirements.

The Company follows a two-step approach for evaluating uncertain federal, state and local tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained

51

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

upon examination. Measurement (step two) determines the amount of benefit that more-likely-than-not will be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when a company subsequently determines that a tax position no longer meets the more-likely-than-not threshold of being sustained. The Company has not identified any uncertain tax positions which would require an accrual.  

Derivative Financial Instruments

The Company occasionally utilizes derivative financial instruments, principally interest rate swaps, to manage its exposure to fluctuations in interest rates. The Company has established policies and procedures for risk assessment, and the approval, reporting and monitoring of derivative financial instruments. Derivative financial instruments must be effective in reducing the Company’s interest rate risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative financial instrument matures or is settled. Any derivative financial instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in net income.  The Company has not entered into, and does not plan to enter into, derivative financial instruments for trading or speculative purposes.

Share-Based Compensation

During 2017, the Company’s shareholders approved the 2017 Stock Incentive Plan (the “2017 Plan”), which replaced the Company’s 2012 Stock Incentive Plan (the “2012 Plan”). As of the effective date of the 2017 Plan, the Company may not grant any further awards under the 2012 Plan. The 2017 Plan establishes the procedures for the granting of, among other things, restricted stock awards. On May 1, 2019, the Company’s shareholders approved an amendment to the 2017 Plan, which increased the maximum number of shares of the Company’s common stock that may be issued pursuant to the 2017 Plan by 2.0 million shares, to a new total of 6.0 million shares (see Note 14 – “Share-Based Compensation”), and the maximum number of shares that may be granted to a participant in any calendar year may not exceed 500,000. All grants issued pursuant to the 2017 Plan generally vest (1) at the end of designated time periods for time-based grants, or (2) upon the completion of a designated period of performance for performance-based grants and satisfaction of performance criteria. Time–based grants are valued according to the market price for the Company’s common stock at the date of grant. For performance-based grants, the Company generally engages an independent appraisal company to determine the value of the shares at the date of grant, taking into account the underlying contingency risks associated with the performance criteria. The value of all grants are being expensed on a straight-line basis over their respective vesting periods (irrespective of achievement of the performance-based grants) adjusted, as applicable, for forfeitures. For restricted share grants subject to graded vesting, the amounts expensed are at least equal to the measured expense of each vested tranche.  Based on the terms of the 2017 Plan, those grants of restricted shares that are contributed to the Rabbi Trusts are classified as treasury stock on the Company’s consolidated balance sheet.

Supplemental Consolidated Statements of Cash Flows Information

	Years ended December 31,
	2019		2018		2017
Supplemental disclosure of cash activities:
Cash paid for interest	$	23,859,000	$	22,191,000	$	21,359,000
Supplemental disclosure of non-cash activities:
Capitalization of interest and financing costs		1,649,000		1,528,000		684,000
Recognition of right-of-use assets and related lease liabilities		13,778,000		—		—
Issuance of OP Units in connection with a land parcel acquisition		—		975,000		—

Recently-Adopted Accounting Pronouncements

In May 2014, the FASB issued guidance which amends the accounting for revenue recognition. Under the amended guidance, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to and receive in exchange for those goods or services. Leases are specifically excluded from this guidance and will be governed by the applicable lease codification. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

52

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

In March 2016, the FASB issued guidance which amends the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows, and the policy election with respect to accounting for forfeitures either as they occur or by estimating forfeitures. The guidance was adopted on January 1, 2017. The Company has elected to account for forfeitures as they occur, and the guidance did not have a material impact on the Company’s consolidated financial statements.

In August 2016, the FASB issued guidance that clarifies how an entity should classify certain cash receipts and cash payments on its statement of cash flows. The guidance established that an entity will classify cash payments for debt prepayment or extinguishment costs as financing cash flows. In addition, the guidance provides entities with an alternative to consider regarding the nature of the source of distributions that an investor receives from an equity method investment when classifying distributions received in its cash flow statement (the nature of the distribution approach). Alternatively, entities can elect to classify the distributions received from equity method investees based on the cumulative earnings approach. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In November 2016, the FASB issued guidance that requires entities to show the changes in the total of cash, cash equivalents and restricted cash in the statement of cash flows. When cash, cash equivalents and restricted cash are presented in more than one line item on the balance sheet, the new guidance requires a reconciliation of the totals in the statement of cash flows to the related captions on the balance sheet. This reconciliation can be presented either on the face of the statement of cash flows or in the notes to the financial statements. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In January 2017, the FASB issued guidance which changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset and/or a group of similar identifiable assets; if these criteria are met, the set of transferred assets and activities is not a business. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described in the guidance on revenue from contracts with customers. The guidance is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption being permitted. The Company has elected to early adopt this guidance effective January 1, 2017. The Company believes that most of its typical acquisitions of real estate will not meet the new definition of a business, and accordingly, will result in the capitalization of associated acquisition pursuit costs, as is the case regarding all acquisitions in 2017.

In May 2017, the FASB issued guidance which clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as a modification. Under the new guidance, an entity will not apply modification accounting if the award’s fair value, vesting conditions, and the classification of the award as equity or a liability are the same immediately before and after the change. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In February 2016, the FASB issued guidance amending the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The guidance, effective for annual and interim reporting periods beginning on or after December 15, 2018, requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. The Company is not required to reassess the classification of existing ground leases where it is the lessee and therefore these leases will continue to be accounted for as operating leases. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases with a term of twelve months or less continue to be accounted for pursuant to existing guidance for operating leases. Based on the Company’s future obligations under its ground lease and executive office lease agreements for which the Company is the lessee, the newly adopted guidance resulted in the recognition of (1) right-of-use assets of $14.6 million included in other assets and deferred charges, net, and (2) right-of-use liabilities of $14.6 million included in accounts payable and accrued liabilities, on the Company’s consolidated balance sheet as of January 1, 2019.  In the event the Company modifies existing ground leases or enters into new ground leases after adoption of the new standard, such leases may be classified as finance leases. Additionally, the guidance requires that lessees and lessors capitalize, as initial direct costs, only those costs that are incurred due to the execution of a lease. Under this guidance, allocated payroll costs and other costs that are incurred regardless of whether the lease is obtained will no longer be capitalized as initial direct costs and instead will be expensed as incurred. During 2019, the Company expensed $2.8 million of leasing costs which would have previously been capitalized.

53

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

The FASB provided lessors with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components as a single lease component if certain criteria are met. Lessors that make these elections are required to provide additional disclosures. The FASB provided an additional (and optional) transition method that allows entities to initially apply the guidance at the adoption date (January 1, 2019) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company applied both these practical expedients upon adoption. The practical expedient allowed the Company to not separate expenses reimbursed by customers from the associated rental revenue if certain criteria were met. The Company assessed these criteria and concluded that the timing and pattern of transfer for rental revenue and the associated rental expense recoveries are the same and, as the leases qualify as operating leases, the Company accounted for and presented rents and expense recoveries as a single component under rental revenues in the consolidated statement of operations for 2019. As a result of the adoption of this practical expedient, the Company also presented $113.9 million and $113.3 million of rents and $33.4 million and $31.2 million of expense recoveries as single components in the consolidated statement of operations for 2018 and 2017, respectively, to conform to the new 2019 presentation.  

In November 2018, the FASB clarified the existing accounting treatment relating to receivables arising from operating leases, stating that such receivables are not within the scope of the expected credit loss standard and that impairment of receivables arising from operating leases should be accounted for in accordance with the recently-adopted lease accounting standard. This required the Company to review its existing lease portfolio to determine if all future lease payments are probable of collection and, if the Company determined that all future lease payments are not probable of collection, the Company will account for these leases on a cash basis. This required that all amounts that were historically recorded as bad debt expense, and previously included in operating expenses in the Company’s consolidated statement of operations, now be recorded as a direct reduction of rental revenues. As permitted by the standard upon adoption, the Company recorded a $0.5 million prior-period adjustment to opening equity which the Company has reflected in the consolidated statement of equity for 2019.

Recently-Issued Accounting Pronouncements

In June 2016, the FASB issued guidance which enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, including accounts receivable, straight-line rent receivables, loans, held-to-maturity debt securities, net investments in leases, and off-balance-sheet credit exposures. The guidance will require that the Company estimate the lifetime expected credit loss with respect to these receivables and record allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. The Company will also be required to disclose information about how it developed the allowances, including changes in the factors that influenced the Company’s estimate of expected credit losses and the reasons for those changes. The guidance would be effective for interim and annual reporting periods beginning after December 15, 2019. The Company is currently in the process of evaluating the guidance, but does not believe it will have a material effect on the Company’s consolidated financial statements.

54

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Note 3. Real Estate

Real estate activity for 2019 and 2018 is composed of the following:

	Years ended December 31,
	2019			2018
Cost
Balance, beginning of year	$	1,508,682,000		$	1,534,599,000
Properties transferred to held for sale		(36,265,000	)		(61,505,000	)
Property acquisitions		9,333,000			6,481,000
Asset write-offs		(3,633,000	)		—
Improvements and betterments		37,089,000			29,107,000
Balance, end of the year	$	1,515,206,000		$	1,508,682,000
Accumulated depreciation
Balance, beginning of the year	$	361,969,000		$	341,943,000
Properties transferred held for sale		(10,143,000	)		(14,886,000	)
Asset write-offs		(3,107,000	)		—
Depreciation expense		41,142,000			34,912,000
Balance, end of the year	$	389,861,000		$	361,969,000
Net book value	$	1,125,345,000		$	1,146,713,000

At December 31, 2019, Franklin Village Plaza was pledged as collateral for a mortgage loan payable. See Note 8 - “Mortgage Loans Payable and Credit Facilities”.

2019 Acquisition

On June 19, 2019, the Company purchased Girard Plaza, a shopping center adjacent to its South Philadelphia property, located in Philadelphia, Pennsylvania. The purchase price for the property was $8.5 million, which has been allocated to real estate assets and liabilities.

2018 Land Parcel Acquisition

On August 8, 2018, the Company purchased a land parcel adjacent to its Riverview Plaza property, located in Philadelphia, Pennsylvania. The purchase price for the land parcel was $1.0 million, which was comprised of $25,000 in cash and approximately 208,000 OP Units (based on the market price of the Company’s common stock).

2018 Shopping Center Acquisition

On August 21, 2018, the Company entered into a deed of lease for Senator Square, a shopping center located in Washington, D.C. The deed of lease conveys fee title in the buildings to the Company and contains future options to acquire fee title in the land at its then fair-value. The purchase price has been allocated to real estate assets and liabilities. This lease was originally presented in the Company’s financial statements as two separate components as follows: (1) a $5.7 million capital lease obligation for the fee interest in the buildings, and (2) an operating lease for the land. The capital lease obligation was computed through the date of the Company’s first purchase option, as discussed below, and reflects an interest rate of 5.3%. Effective January 1, 2019, based upon the adoption of the new lease accounting standard, the component of the lease that was originally recorded as a capital lease obligation is now classified as a finance lease obligation, and is being presented as such for all years presented.

The lease initially requires monthly payments of $75,000 through maturity in August 2117 unless the Company exercises one of its options to acquire the land. The first such option will be available between the 25th and 33rd anniversaries of the lease, depending on certain property benchmarks, with additional purchase options every 10 years thereafter during the lease term. The lease also

55

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

provides for 1.5% annual increases which begin on approximately the 8th anniversary of the lease, depending on the aforementioned property benchmarks. In addition, at the time the Company’s first purchase option becomes available, the lease payments will be adjusted to the greater of then fair-value or the current payment amount. The lease payments are subject to similar adjustments at the 25th and 50th anniversaries of such first purchase option.

The Company has also issued a $3.5 million interest only mortgage note receivable to the lessor of Senator Square, which bears interest at 4.5% per annum. The maturity date of this mortgage note can range from 26.5 years to 34.5 years from the date of issuance, based on the aforementioned property benchmarks.     

Dispositions

During 2019, 2018 and 2017, the Company sold the properties listed below:

		Date	Sales		Gain on
Property	Location	Sold	Price		Sale
2019
Maxatawny Marketplace	Maxatawny, PA	2/15/2019	$	10,330,000	$	101,000
Fort Washington Center	Fort Washington, PA	6/26/2019		9,048,000		2,841,000
			$	19,378,000	$	2,942,000
2018
Mechanicsburg Center	Mechanicsburg, PA	8/28/2018	$	16,100,000	$	4,864,000
West Bridgewater Plaza	West Bridgewater, MA	9/28/2018		3,500,000		-
			$	19,600,000	$	4,864,000
2017
Outparcel Building adjacent to Camp Hill	Camp Hill, PA	2/1/2017	$	10,650,000	$	7,099,000
Fredericksburg Way	Fredericksburg, VA	12/29/2017		2,200,000		-
			$	12,850,000	$	7,099,000

The Company recorded impairment charges of $9.4 million relating to West Bridgewater Plaza during 2018, and $9.5 million relating to Fredericksburg Way during 2017, which are included in continuing operations in the accompanying consolidated statements of operations.

Real Estate Held for Sale

As of December 31, 2019, Carll’s Corner, located in Bridgeton, New Jersey, Suffolk Plaza, located in Suffolk, Virginia, and The Commons, located in Dubois, Pennsylvania, have been classified as “real estate held for sale” on the accompanying consolidated balance sheet. The Company recorded an impairment charge of $8.9 million in connection with The Commons in 2019 and $11.3 million in connection with Carll’s Corner during 2018.

Note 4. Fair Value Measurements

The carrying amounts of cash and cash equivalents, restricted cash, rents and other receivables, certain other assets, accounts payable and accrued liabilities, and variable-rate debt approximate their fair value due to their terms and/or short-term nature. The fair value of the Company’s investments and liabilities related to share-based compensation were determined to be Level 1 within the valuation hierarchy, and were based on independent values provided by financial institutions.

The fair value of the Company’s fixed rate mortgage loan was estimated using available market information and discounted cash flow analyses based on borrowing rates the Company believes it could obtain with similar terms and maturities.  As of December 31, 2019 and December 31, 2018, the fair value of the Company’s fixed rate mortgage loan payable, which was determined to be Level 3 within the valuation hierarchy, was $47.0 million and $44.4 million, respectively; the carrying value of such loan was $46.4 million and $47.3 million, respectively. As of December 31, 2019 and December 31, 2018, respectively, the aggregate fair values of the Company’s unsecured revolving credit facility and term loans approximated the carrying values. In addition, the fair values of the Company’s mortgage note receivable and finance lease obligation, which were determined to be Level 3 within the valuation hierarchy, approximated their carrying values as of December 31, 2019 and December 31, 2018, respectively.

56

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

The valuation of the liabilities for the Company’s interest rate swaps, which are measured on a recurring basis, were determined to be Level 2 within the valuation hierarchy, and were based on independent values provided by financial institutions. Such valuations were determined using widely accepted valuation techniques, including discounted cash flow analyses, on the expected cash flows of each derivative. The analyses reflect the contractual terms of the swaps, including the period to maturity, and user-observable market-based inputs, including interest rate curves (“significant other observable inputs”). The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs” such as estimates of current credit spreads to evaluate the likelihood of default. The Company has concluded that, as of December 31, 2019, the fair value associated with the “significant unobservable inputs” relating to the Company’s risk of non-performance was insignificant to the overall fair value of the interest rate swap agreements and, as a result, that the relevant inputs for purposes of calculating the fair value of the interest rate swap agreements, in their entirety, were based upon “significant other observable inputs”.

Nonfinancial assets and liabilities measured at fair value in the consolidated financial statements consist of real estate held for sale, which, if applicable, are measured on a nonrecurring basis, and have been determined to be (1) Level 2 within the valuation hierarchy, where applicable, based on the respective contracts of sale, adjusted for closing costs and expenses, or (2) Level 3 within the valuation hierarchy, where applicable, based on estimated sales prices, adjusted for closing costs and expenses, determined by discounted cash flow analyses, income capitalization analyses or a sales comparison approach if no contracts had been concluded. The discounted cash flow and income capitalization analyses include all estimated cash inflows and outflows over a specific holding period and, where applicable, any estimated debt premiums. These cash flows were composed of unobservable inputs which included forecasted rental revenues and expenses based upon existing in-place leases, market conditions and expectations for growth. Capitalization rates and discount rates utilized in these analyses were based upon observable rates that the Company believed to be within a reasonable range of current market rates for the respective properties. The sales comparison approach is utilized for certain land values and includes comparable sales that were completed in the selected market areas. The comparable sales utilized in these analyses were based upon observable per acre rates that the Company believes to be within a reasonable range of current market rates for the respective properties.

Valuations were prepared using internally-developed valuation models. These valuations are reviewed and approved, during each reporting period, by a diverse group of management, as deemed necessary, including personnel from the acquisition, accounting, finance, operations, development and leasing departments, and the valuations are updated as appropriate. In addition, the Company may engage third-party valuation experts to assist with the preparation of certain of its valuations.

The following tables show the hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2019 and December 31, 2018, respectively:

	December 31, 2019
Description	Level 1		Level 2		Level 3		Total
Investments related to deferred
compensation liabilities (a)	$	823,000	$	—	$	—	$	823,000
Deferred compensation liabilities (b)	$	824,000	$	—	$	—	$	824,000
Interest rate swaps asset (a)	$	—	$	136,000	$	—	$	136,000
Interest rate swaps liability (b)	$	—	$	7,180,000	$	—	$	7,180,000
	December 31, 2018
Description	Level 1		Level 2		Level 3		Total
Investments related to deferred
compensation liabilities (a)	$	616,000	$	—	$	—	$	616,000
Deferred compensation liabilities (b)	$	610,000	$	—	$	—	$	610,000
Interest rate swaps asset (a)	$	—	$	8,871,000	$	—	$	8,871,000
Interest rate swaps liability (b)	$	—	$	1,576,000	$	—	$	1,576,000
(a) Included in other assets and deferred charges, net, in the accompanying consolidated balance sheets.
(b) Included in accounts payable and accrued liabilities in the accompanying consolidated balance sheets.

57

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

 As of December 31, 2019, real estate held for sale on the consolidated balance sheet consisted of (1) one retail property, totaling $1.9 million, which was determined to be Level 3 asset under the hierarchy, and was measured at fair value less cost to sell on a non-recurring basis using an income capitalization approach, consisting of a capitalization rate of 8.5%, (2) one retail property, totaling $6.0 million, which was determined to be Level 3 asset under the hierarchy, and was measured at fair value less cost to sell on a non-recurring basis using a discounted cash flow approach, consisting of a capitalization rate of 11.5% and a discount rate of 8.0%, and (3) the carrying value of a property which is below its fair value.

Note 5. Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents in excess of insured amounts and tenant receivables. The Company places its cash and cash equivalents with high quality financial institutions. Management performs ongoing credit evaluations of its tenants and requires certain tenants to provide security deposits and/or suitable guarantees.  

Excluding properties held for sale and sold, Giant Food Stores, LLC, Stop & Shop, Inc. and Food Lion, LLC, each of which is owned by Ahold N.V., a Netherlands corporation, accounted for an aggregate of approximately 12%, 11% and 12% of the Company’s total revenues during 2019, 2018 and 2017, respectively.

The Company’s properties are located largely in the region straddling the Washington, D.C. to Boston corridor, which exposes it to greater economic risks than if the properties it owned were located in a greater number of geographic regions (in particular, 23 of the Company’s properties are located in Pennsylvania).

Note 6. Receivables

Receivables at December 31, 2019 and 2018 are composed of the following:

	December 31,
	2019		2018
Rents and other receivables, net	$	5,061,000	$	4,443,000
Mortgage note receivable (a)		3,500,000		3,500,000
Straight-line rents, net		13,603,000		14,034,000
	$	22,164,000	$	21,977,000

(a) See “Note 3 – Real Estate - 2018 Shopping Center Acquisition” for further disclosure.

58

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Note 7. Other Assets and Deferred Charges, Net

Other assets and deferred charges, net, at December 31, 2019 and 2018 are composed of the following:

	December 31,
	2019		2018
Lease origination costs (a)	$	19,947,000	$	21,623,000
Right-of-use assets (b)		13,638,000		—
Interest rate swaps		136,000		8,871,000
Prepaid expenses		6,048,000		5,790,000
Unsecured revolving credit facility financing costs		1,021,000		1,627,000
Leasehold improvements, furniture and fixtures		200,000		359,000
Investments related to share-based compensation		823,000		616,000
Other		326,000		1,756,000
Total other assets and deferred charges, net	$	42,139,000	$	40,642,000

(a) Lease origination costs include the unamortized balance of intangible lease assets resulting from purchase accounting allocations of $6.6 million (cost of $19.9 million and accumulated amortization of $13.3 million) and $7.5 million (cost of $19.9 million and accumulated amortization of $12.4 million) as of December 31, 2019 and 2018, respectively.

(b) In connection with of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”), the Company recorded right-of-use assets and liabilities based on its future obligation under its ground lease and executive office lease agreements for which the Company is the lessee.

Deferred charges are amortized over the terms of the related agreements. Amortization expense related to deferred charges (including amortization of deferred financing costs included in non-operating income and expense) amounted to $5.3 million, $5.2 million and $5.1 million for 2019, 2018, and 2017, respectively. The unamortized balances of deferred lease origination costs is net of accumulated amortization of $32.8 million at December 31, 2019. In addition, deferred financing costs relating to the unsecured revolving credit facility is net of accumulated amortization of $1.4 million at December 31, 2019. Deferred lease origination costs and deferred financing costs relating to the unsecured revolving credit facility will be charged to future operations as follows:

	Lease		Unsecured revolving
	origination		credit facility
	costs		financing costs
2020	$	2,858,000	$	614,000
2021		2,280,000		407,000
2022		1,995,000		—
2023		1,700,000		—
2024		1,453,000		—
Thereafter		9,661,000		—
	$	19,947,000	$	1,021,000

59

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Note 8. Mortgage Loans Payable and Unsecured Credit Facilities

Debt and finance lease obligations are composed of the following at December 31, 2019 and 2018:

			December 31, 2019				December 31, 2018
						Contractual				Contractual
	Maturity		Balance			interest rates	Balance			interest rates
Description	dates		outstanding			weighted-average	outstanding			weighted-average
Fixed-rate mortgage	Jun 2026		$	46,679,000		3.9%	$	47,674,000		3.9%
Finance lease obligation	Sep 2050			5,665,000		5.3%		5,696,000		5.3%
Unsecured credit facilities (a):
Variable-rate:
Revolving credit facility	Sep 2021	(b)		106,000,000		3.2%		100,000,000		3.8%
Term loan	Sep 2022			50,000,000		3.3%		50,000,000		3.8%
Fixed-rate (c):
Term loan	Feb 2021			75,000,000		3.6%		75,000,000		3.6%
Term loan	Feb 2022			50,000,000		3.0%		50,000,000		3.0%
Term loan	Sep 2022	(d)		50,000,000		2.8%		50,000,000		2.8%
Term loan	Apr 2023			100,000,000		3.2%		100,000,000		3.2%
Term loan	Sep 2024			75,000,000		3.7%		75,000,000		3.3%
Term loan	Jul 2025			75,000,000		4.6%		75,000,000		4.6%
				633,344,000		3.5%		628,370,000		3.6%
Unamortized issuance costs				(2,769,000	)			(3,536,000	)
			$	630,575,000			$	624,834,000

(a) During the first quarter of 2020, the weighted average interest rate for the Company’s unsecured credit facilities increased 14 bps (ranging from an increase of 10 bps to 15 bps for each individual borrowing) as a result of a slight increase in the Company’s leverage ratio.

(b) The revolving credit facility is subject to a one-year extension at the Company’s option.

(c) The interest rates on these term loans consist of LIBOR plus a credit spread based on the Company’s leverage ratio, for which the Company has interest rate swap agreements which convert the LIBOR rates to fixed rates. Accordingly, these term loans are presented as fixed-rate debt. 

(d) The current interest rate swap agreement expires in February 2020 at which time a new interest rate swap agreement will begin resulting in an effective interest rate of 3.2%, based on the Company’s leverage ratio at December 31, 2019.

Mortgage Loans Payable

During 2018, the Company repaid the following mortgage loans payable:

		Principal payoff
Property	Repayment date	amount
East River Park	August 10, 2018	$	18,772,000
Colonial Commons	August 24, 2018	$	24,108,000
Shoppes at Arts District	August 24, 2018	$	8,114,000
The Point	September 6, 2018	$	27,003,000

During 2018 and 2017, in connection with mortgage repayments, the Company incurred charges relating to early extinguishment of mortgage loans payable (prepayment penalties and accelerated amortization of deferred financing costs) of $4.8 million and $0.1 million, respectively, included in continuing operations.

60

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Unsecured Revolving Credit Facility and Term Loans

The Company has a $300 million unsecured credit facility which, as amended and restated on September 8, 2017, consists of (1) a $250 million revolving credit facility, expiring on September 8, 2021, and (2) a $50 million term loan, expiring on September 8, 2022.  The revolving credit facility may be extended, at the Company’s option, for an additional one-year period, subject to customary conditions. Under an accordion feature, the facility can be increased to $750 million, subject to customary conditions and lending commitments. Interest on borrowings under the revolving credit facility component can range from LIBOR plus 135 basis points (“bps”) to 195 bps (135 bps at December 31, 2019) and interest on borrowings under the term loan component can range from LIBOR plus 130 to 190 bps (130 bps at December 31, 2019), each based on the Company’s leverage ratio. As of December 31, 2019, the Company had $95.6 million available for additional borrowings under the revolving credit facility.     

On July 24, 2018, the Company closed a new $75.0 million unsecured term loan maturing on July 24, 2025 (all of which was borrowed on September 28, 2018). Interest on borrowings under the term loan can range from LIBOR plus 170 to 225 bps (170 bps at December 31, 2019) based on the Company’s leverage ratio. Additionally, the Company entered into forward interest rate swap agreements which convert the LIBOR rate to a fixed rate through its maturity. 

The details of the remaining unsecured term loans are as follows:

Amount		Maturity date	Interest range
$	75,000,000	February 2021	LIBOR + 130 bps to 190 bps
$	50,000,000	February 2022	LIBOR + 130 bps to 190 bps
$	50,000,000	September 2022	LIBOR + 130 bps to 190 bps
$	100,000,000	April 2023	LIBOR + 165 bps to 225 bps
$	75,000,000	September 2024	LIBOR + 170 bps to 225 bps

The Company’s unsecured credit facility and term loans contain financial covenants including, but not limited to, maximum debt leverage, maximum secured debt, minimum fixed charge coverage, and minimum net worth. In addition, the facility contains restrictions including, but not limited to, limits on indebtedness, certain investments and distributions. Although the credit facility is unsecured, borrowing availability is based on unencumbered property adjusted net operating income, as defined in the agreements. The Company’s failure to comply with the covenants or the occurrence of an event of default under the facilities could result in the acceleration of the related debt. As of December 31, 2019, the Company is in compliance with all financial covenants. Interest on borrowings under the unsecured credit facility and terms loans are based on the Company’s leverage ratio.

ScheduledPrincipalPayments

Scheduled principal payments on a mortgage loan payable, finance lease obligation, unsecured term loans, and the unsecured credit facility at December 31, 2019, due on various dates from 2021 to 2050, are as follows:

	Mortgage Loan		Finance Lease		Revolving			Term				Unamortized
Year	Payable		Obligation		Credit Facility			Loans		Total		Issuance Costs			Total
2020	$	1,034,000	$	33,000	$	-		$	-	$	1,067,000	$	(767,000	)	$	300,000
2021		1,074,000		35,000		106,000,000	(a)		75,000,000		182,109,000		(648,000	)		181,461,000
2022		1,116,000		37,000		-			150,000,000		151,153,000		(499,000	)		150,654,000
2023		1,160,000		39,000		-			100,000,000		101,199,000		(274,000	)		100,925,000
2024		1,206,000		41,000		-			75,000,000		76,247,000		(207,000	)		76,040,000
Thereafter		41,089,000		5,480,000		-			75,000,000		121,569,000		(374,000	)		121,195,000
	$	46,679,000	$	5,665,000	$	106,000,000		$	475,000,000	$	633,344,000	$	(2,769,000	)	$	630,575,000

(a) The revolving credit facility is subject to a one-year extension at the Company's option.

Derivative Financial Instruments

At December 31, 2019, the Company had $0.1 million included in other assets and deferred charges, net, in addition to $7.2 million included in accounts payable and accrued liabilities on the consolidated balance sheet relating to the fair value of the interest

61

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

rate swaps applicable to the unsecured term loans discussed above. Charges and/or credits relating to the changes in the fair value of the interest rate swaps are made to accumulated other comprehensive income (loss), noncontrolling interests (minority interests in consolidated joint ventures and limited partners’ interest), or operations (included in interest expense), as applicable. Over time, the unrealized gains and losses recorded in accumulated other comprehensive loss will be reclassified into earnings as an increase or reduction to interest expense in the same periods in which the hedged interest payments affect earnings. The Company estimates that approximately $1.8 million of accumulated other comprehensive loss will be reclassified as a charge to earnings within the next twelve months.

The following is a summary of the derivative financial instruments held by the Company at December 31, 2019 and December 31, 2018:

December 31, 2019
Designation/				Fair		Maturity	Balance sheet
Cash flow	Derivative	Count		value		dates	location
Qualifying	Interest rate swaps		2	$	136,000	2020-2023	Other assets and deferred charges, net
Qualifying	Interest rate swaps		6	$	7,180,000	2021-2025	Accounts payable and accrued liabilities
December 31, 2018
Designation/				Fair		Maturity	Balance sheet
Cash flow	Derivative	Count		value		dates	location
Qualifying	Interest rate swaps		7	$	8,871,000	2019-2024	Other assets and deferred charges, net
Qualifying	Interest rate swaps		2	$	1,576,000	2025	Accounts payable and accrued liabilities

The notional values of the interest rate swaps held by the Company at December 31, 2019 and December 30, 2018 were $425.0 million and $425.0 million, respectively.

The following presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and the consolidated statements of equity 2019, 2018 and 2017, respectively:

		(Loss) gain recognized in other
		comprehensive (loss) income
		(effective portion)
Designation/		Years ended December 31,
Cash flow	Derivative	2019			2018		2017
Qualifying	Interest rate swaps	$	(13,090,000	)	$	2,185,000	$	2,492,000
		Gain (loss) recognized in other
		comprehensive (loss) income
		reclassified into earnings (effective portion)
		Years ended December 31,
	Classification	2019			2018		2017
	Continuing Operations	$	1,196,000		$	667,000	$	(2,345,000	)

As of December 31, 2019, the Company believes it has no significant risk associated with non-performance of the financial institutions which are the counterparties to its derivative contracts.

Note 9. Intangible Lease Asset/Liability

Unamortized intangible lease liabilities that relate to below-market leases amounted to $10.5 million and $13.2 million at December 31, 2019 and December 31, 2018, respectively. Unamortized intangible lease assets that relate to above-market leases amounted to $0.4 million and $0.6 million at December 31, 2019 and December 31, 2018, respectively.

62

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

The unamortized balance of intangible lease liabilities at December 31, 2019 is net of accumulated amortization of $39.6 million, and will be credited to future operations as follows:

2020	$	1,300,000
2021		936,000
2022		874,000
2023		846,000
2024		783,000
Thereafter		5,734,000
	$	10,473,000

Note 10. Commitments and Contingencies

The Company is a party to certain legal actions arising in the normal course of business. Management does not expect there to be adverse consequences from these actions that would be material to the Company’s consolidated financial statements.

Under various federal, state, and local laws, ordinances, and regulations, an owner or operator of real estate may be required to investigate and clean up hazardous or toxic substances, or petroleum product releases, at its properties. The owner may be liable to governmental entities or to third parties for property damage, and for investigation and cleanup costs incurred by such parties in connection with any contamination. Generally, the Company’s tenants must comply with environmental laws and meet any remediation requirements. In addition, leases typically impose obligations on tenants to indemnify the Company from any compliance costs the Company may incur as a result of environmental conditions on the property caused by the tenant. However, if a lease does not require compliance, or if a tenant fails to or cannot comply, the Company could be forced to pay these costs. Management is unaware of any environmental matters that would have a material impact on the Company’s consolidated financial statements.

The Company’s executive offices are located at 44 South Bayles Avenue, Port Washington, New York. The terms of the lease, which will expire in February 2021 subject to a one year extension option, provide for future minimum rents as follows:  2020 - $530,000 and 2021 - $89,000.

The Company is the lessee under several ground lease and its executive office lease agreements. In accordance with the adoption of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”), the Company recorded right-of-use assets and related lease liabilities for these leases as of January 1, 2019. As of December 31, 2019, the Company’s weighted average remaining lease term is approximately 32.4 years and the weighted average discount rate used to calculate the Company’s lease liability is approximately 5.7%. Rent expense under the Company’s ground lease and executive office lease agreements was approximately $1.7 million, $1.1 million and $1.1 million for 2019, 2018 and 2017, respectively.

The following table represents a reconciliation of the Company’s undiscounted future minimum lease payments for its ground lease and executive office lease agreements applicable to right-of-use liabilities as of December 31, 2019:

2020	$	1,095,000
2021		956,000
2022		955,000
2023		956,000
2024		956,000
Thereafter		29,511,000
Total undiscounted future minimum lease payments		34,429,000
Future minimum lease payments, discount		(20,651,000	)
Right-of-use liabilities	$	13,778,000

63

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Note 11. Shareholders’ Equity

Preferred Stock

The Company’s 7.25% Series B Cumulative Redeemable Preferred Stock“Series B Preferred Stock” has no stated maturity, is not convertible into any other security of the Company, and is redeemable, in whole or in part, at the Company’s option beginning May 22, 2017 at a price of $25.00 per share plus accrued and unpaid distributions.  

The Company’s 6.50% Series C Cumulative Redeemable Preferred Stock“Series C Preferred Stock” has no stated maturity, is not convertible into any other security of the Company, and is redeemable at the Company’s option at a price of $25.00 per share plus accrued and unpaid distributions.

The Company is authorized to issue up to 12,500,000 shares of preferred stock. The following tables summarize details about the Company’s preferred stock:

	Series B		Series C
	Preferred Stock		Preferred Stock
Par value	$	0.01	$	0.01
Liquidation value	$	25.00	$	25.00
	December 31, 2019				December 31, 2018
	Series B		Series C		Series B		Series C
	Preferred Stock		Preferred Stock		Preferred Stock		Preferred Stock
Shares authorized		1,450,000		6,450,000		1,450,000		6,450,000
Shares issued and outstanding		1,450,000		5,000,000		1,450,000		5,000,000
Balance	$	34,767,000	$	124,774,000	$	34,767,000		124,774,000

On August 16, 2017,  the Company redeemed 1,500,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $37.5 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

On August 24, 2017, the Company concluded a public offering of 3,000,000 shares of Series C Preferred Stock at $25.00 per share, and realized net proceeds, after offering expenses, of approximately $72.3 million. On September 15, 2017, the Company redeemed 3,000,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $75.0 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

On December 15, 2017, the Company concluded a public offering of 2,000,000 shares of Series C Preferred Stock at $25.00 per share, and realized net proceeds, after offering expenses, of approximately $48.1 million. On January 12, 2018, the Company redeemed 2,000,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $50.0 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

Common Stock

On December 18, 2018, the Company’s Board of Directors approved a stock repurchase program, which authorized the Company to purchase up to $30.0 million of the Company’s common stock in the open market or through private transactions, subject to market conditions. The stock repurchase program expired on December 18, 2019. During 2018, the Company repurchased approximately 772,000 shares at a weighted average price per share of $3.02. During 2019, the Company repurchased an additional 2,050,000 shares at a weighted average price per share of $3.34. Since approval of the plan on December 18, 2018, the Company has repurchased a total of 2,823,000 shares at a weighted average price per share of $3.25.

On August 1, 2016, the Company entered into a forward sales agreement to issue 5,750,000 common shares, which the Company settled on August 1, 2017, for net proceeds of $43.2 million.

The Company has a Dividend Reinvestment and Direct Stock Purchase Plan (“DRIP”) which offers a convenient method for shareholders to invest cash dividends and/or make optional cash payments to purchase shares of the Company’s common stock. Such

64

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

purchases are at 100% of market value. There were no significant transactions under the DRIP during 2019 and 2018. At December 31, 2019, there remained 2,828,000 shares authorized under the DRIP.

 Dividends

The following table provides a summary of dividends declared and paid per share:

	Years ended December 31,
	2019		2018		2017
Common stock	$	0.200	$	0.200	$	0.200
7.25% Series B Preferred Stock	$	1.812	$	1.812	$	1.812
6.50% Series C Preferred Stock	$	1.625	$	1.625	$	0.388

At December 31, 2019 and 2018, there were $1.2 million and $1.2 million, respectively, of accrued preferred stock dividends.

On January 16, 2020, the Company’s Board of Directors declared a dividend of $0.05 per share with respect to its common stock. At the same time, the Board declared a dividend of $0.453125  and $0.406250 per share with respect to the Company’s Series B Preferred Stock and Series C Preferred Stock, respectively. The distributions are payable on February 20, 2020 to shareholders of record on February 10, 2020.

Note 12. Revenues

Rents for 2019, 2018 and 2017, respectively, are comprised of the following:

	Years ended December 31,
	2019		2018		2017
Base rents	$	105,041,000	$	107,630,000	$	108,998,000
Expense recoveries		33,475,000		33,378,000		31,220,000
Percentage rent		971,000		725,000		896,000
Straight-line rents		405,000		1,142,000		864,000
Amortization of intangible lease liabilities, net		2,827,000		4,361,000		2,518,000
Total rents	$	142,719,000	$	147,236,000	$	144,496,000

In April 2018, the Company accepted a cash payment of $4.3 million in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration. As a result of this termination, revenues for 2018 includes $5.4 million, consisting of (1) $3.8 million of other income (the $4.3 million cash payment reduced by $0.5 million straight-line rent receivable) and (2) $1.5 million accelerated intangible lease liability amortization. The Company recognizes lease termination income when the following conditions are met: (1) the lease termination agreement has been executed, (2) the lease termination fee is determinable, (3) all the Company’s landlord services pursuant to the terminated lease have been rendered, and (4) collectability of the lease termination fee is assured.

On January 31, 2020, the Company agreed to a cash payment in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration. As a result of this termination, revenues for the three months ended March 31, 2020, will include approximately $7.1 million of other income. Further, the Company will classify this property as real estate held for sale during the first quarter of 2020 and, as a result, will record an impairment charge of approximately $7.5 million. Accordingly, future base rents associated with this tenant have not been included in the annual future rents table below.

65

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

Annual future base rents due to be received under non-cancelable operating leases in effect at December 31, 2019 are approximately as follows (excluding those base rents applicable to properties classified as real estate held for sale):

2020	$	98,931,000
2021		88,888,000
2022		77,176,000
2023		70,248,000
2024		59,957,000
Thereafter		208,157,000
	$	603,357,000

Total future minimum rents do not include expense recoveries for real estate taxes and operating costs, or percentage rents based upon tenants’ sales volume. Such additional revenue amounts aggregated approximately $34.4 million, $34.1 million and $32.1 million for 2019, 2018 and 2017, respectively. Such amounts do not include amortization of intangible lease liabilities.

Note 13. 401(k) Retirement Plan

The Company has a 401(k) retirement plan (the “Plan”), which permits all eligible employees to defer a portion of their compensation under the Code. Pursuant to the provisions of the Plan, the Company may make discretionary contributions on behalf of eligible employees. The Company made contributions to the Plan of $387,000, $371,000, and $330,000 for 2019, 2018, and 2017, respectively.

Note 14. Share-Based Compensation

The following tables set forth certain share-based compensation information for 2019, 2018, and 2017, respectively:

	Years ended December 31,
	2019			2018			2017
Expense relating to share/unit grants	$	4,496,000		$	4,217,000		$	3,820,000
Amounts capitalized		(379,000	)		(454,000	)		(268,000	)
Total charged to operations	$	4,117,000		$	3,763,000		$	3,552,000
				Weighted average
	Shares			grant date value
Unvested shares/units, December 31, 2018		3,910,000		$	4.46
Restricted share grants		522,000		$	3.22
Vested during period		(144,000	)	$	6.86
Forfeitures/cancellations		(30,000	)	$	4.32
Unvested shares/units, December 31, 2019		4,258,000		$	4.23

At December 31, 2019, approximately 2.4 million shares remained available for grants pursuant to the 2017 Plan and, at that date, there remained an aggregate of $9.0 million applicable to all grants and awards to be expensed over a weighted average period of 2.8 years.

During 2019, there were 522,000 time-based restricted shares issued, with a weighted average grant date fair value of $3.22 per share. Excluding the grants relating to the Company’s President and CEO (see below), during 2018, there were 610,000 time-based restricted shares issued, with a weighted average grant date fair value of $4.93 per share. During 2017, there were 305,000 time-based restricted shares issued, with a weighted average grant date fair value of $6.20 per share.

The total fair values of shares vested during 2019, 2018, and 2017 were $485,000, $7,556,000, and $890,000, respectively.

66

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

President and CEO Employment Contract

Upon employment on June 15, 2011, the Company’s President and CEO received restricted share grants totaling 2,500,000 shares, one-half of which was time-based, vesting upon the seventh anniversary of the date of grant (June 15, 2018), and the other half market performance-based, to be earned if the total annual return on an investment in the Company’s common stock (“TSR”) was at least an average of 6.5% per year for the seven years ended June 15, 2018. On June 15, 2018, the 1,250,000 time-based shares vested and the 1,250,000 market performance-based shares were forfeited as the market performance criteria was not achieved.

On June 15, 2018, in connection with a new amended and restated employment agreement, the Company’s President and CEO received a 1.0 million time-based restricted share grant at a market price of $4.38. However, as a result of an existing limitation within the 2017 Plan, only 750,000 shares were granted on June 15, 2018, with the remaining 250,000 shares granted on January 1, 2019. All 1.0 million time-based restricted shares will vest upon the fifth anniversary of the effective date of the employment agreement (June 15, 2023), subject to the Company’s President and CEO continuous employment with the Company through such date, subject to certain exceptions. Consistent with such time-based restricted grant awards to other participants, dividends will be paid on these shares.

In addition, on June 15, 2018, the Company’s President and CEO was also granted a market performance-based equity award of 1,500,000 restricted stock units (“RSUs”) and 1,500,000 dividend equivalent rights of the Company. Each RSU represents a contingent right to receive one common share if certain market performance criteria are achieved. During the three years ending June 15, 2021 (the “Interim Performance Period”), a maximum of 750,000 shares can be earned. Any portion of the market performance based equity award that is not earned as of the end of the Interim Performance Period will be carried forward for calculation for the five years ending June 15, 2023 (the “Full Performance Period”). The percentage of the market performance-based equity award to be earned will be determined based on the Company’s average annual TSR over the Interim Performance Period and/or over the Full Performance Period as follows: if average annual TSR (1) is below 4%, the percentage of grant earned would be 0%, (2) equals 4%, the percentage of grant earned would be 33.3%, (3) equals 6.5%, the percentage of grant earned would be 66.7%, and (4) equals 10% or above, the percentage of grant earned would be 100%. Linear interpolation shall be applied to determine the percentage of the market performance-based equity award that is earned where the average annual TSR over the performance period falls between the percentages set forth above. An independent appraisal determined the value of the market performance-based equity award for the interim and full performance periods to be $3.30 and $2.97 per share, respectively, compared to a market price at the date of grant of $4.38 per share.

The dividend equivalent rights will accrue and will be deemed to be reinvested into the Company’s common stock and payment with respect to the dividend equivalent rights will be deferred until the end of the Interim Performance Period, or the Full Performance

Period, as the case may be, to coincide with the vesting, if any, of the market performance-based equity award. Payment will only be made for the portion of the market performance-based equity award that is earned and vests.

Note 15. Earnings Per Share

Basic earnings per share (“EPS”) is calculated by dividing net income (loss) attributable to the Company’s common shareholders by the weighted average number of common shares outstanding for the period including participating securities (restricted shares that have non-forfeitable rights to receive dividends issued pursuant to the Company’s share-based compensation program are considered participating securities). Unvested restricted shares that are participating securities are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the common shareholders. For 2019, 2018 and 2017, the Company had 2.8 million, 3.0 million and 3.8 million, respectively, of weighted average unvested restricted shares outstanding. The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the 2019, 2018 and 2017, respectively:

67

Cedar Realty Trust, Inc.

Notes to Consolidated Financial Statements

December 31, 2019

	Years ended December 31,
	2019			2018			2017
Numerator
Net income	$	1,566,000		$	4,358,000		$	19,653,000
Preferred stock dividends		(10,752,000	)		(10,863,000	)		(13,652,000	)
Preferred stock redemptions costs		-			(3,507,000	)		(7,890,000	)
Net (income) attributable to noncontrolling interests		(490,000	)		(469,000	)		(510,000	)
Net earnings allocated to unvested shares		(558,000	)		(628,000	)		(754,000	)
Net (loss) attributable to vested common shares	$	(10,234,000	)	$	(11,109,000	)	$	(3,153,000	)
Denominator
Weighted average number of vested common shares outstanding, basic and diluted		86,341,000			88,420,000			84,168,000
Net (loss) per common share attributable to common shareholders, basic and diluted	$	(0.12	)	$	(0.13	)	$	(0.04	)

Fully-diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into shares of common stock. For 2019 and 2018, no restricted stock units would have been issuable under the Company’s President and CEO market performance-based equity award (see Note 14 – “Share-Based Compensation”) had the measurement periods ended on December 31, 2019 and 2018, respectively. Therefore this market performance-based equity award had no impact in calculating diluted EPS for 2019 and 2018. For 2017, the 5,750,000 common shares that were subject to forward sale agreements have been excluded from the denominator prior to their issuance on August 1, 2017, as they were anti-dilutive using the treasury stock method. Net loss attributable to noncontrolling interests of the Operating Partnership has been excluded from the numerator and the related OP Units have been excluded from the denominator for the purpose of calculating diluted EPS as there would have been no effect had such amounts been included. The weighted average number of OP Units outstanding was 547,000, 429,000 and 350,000 for 2019, 2018 and 2017, respectively.

Note 16. Selected Quarterly Financial Data (unaudited)

	Quarter ended
	March 31			June 30		September 30		December 31
2019
Revenues	$	36,883,000		$	35,660,000	$	35,912,000	$	35,628,000
Net income (loss)	$	2,989,000		$	5,544,000	$	2,947,000	$	(9,914,000	)
Net income (loss) attributable to common shareholders	$	194,000		$	2,695,000	$	92,000	$	(12,657,000	)
Per common share (basic and diluted) (a)	$	0.00		$	0.03	$	0.00	$	(0.15	)
2018
Revenues	$	37,568,000		$	41,350,000	$	36,170,000	$	36,932,000
Net (loss) income	$	(16,620,000	)	$	9,937,000	$	6,305,000	$	4,736,000
Net (loss) income attributable to common shareholders	$	(22,974,000	)	$	7,089,000	$	3,472,000	$	1,932,000
Per common share (basic and diluted) (a)	$	(0.26	)	$	0.08	$	0.04	$	0.02

(a) Differences between the sum of the four quarterly per share amounts and the annual per share amounts, if any, are attributable to the effect of the weighted average outstanding share calculation for the respective periods.

Note 17. Subsequent Events

In determining subsequent events, management reviewed all activity from January 1, 2020 through the date of filing this Annual Report on Form 10-K. 

68

Cedar Realty Trust, Inc.

Schedule III

Real Estate and Accumulated Depreciation

					Year built/		Gross		Initial cost to the Company
		Year		Percent	Year last		leasable				Building and
Property	State	acquired		owned	renovated		area		Land		Improvements
Academy Plaza	PA		2001	100%	1965/2013			137,415	$	2,406,000	$	9,623,000
Big Y Shopping Center	CT		2013	100%		2007		101,105		11,272,000		23,395,000
Camp Hill	PA		2002	100%	1958/2005			430,198		4,460,000		17,857,000
Carmans Plaza	NY		2007	100%	1954/2007			195,485		8,539,000		35,804,000
Christina Crossing	DE		2017	100%		2008		119,446		4,341,000		23,227,000
Coliseum Marketplace	VA		2005	100%	1987/2012			106,648		2,924,000		14,416,000
Colonial Commons	PA		2011	100%	2011/2013			410,432		9,367,000		37,496,000
Crossroads II	PA		2008	60%		2009		133,717		15,383,000		-
East River Park	DC		2015	100%	1946-1996			150,038		9,143,000		30,893,000
Elmhurst Square	VA		2006	100%	1961-1983			66,254		1,371,000		5,994,000
Fairview Commons	PA		2007	100%	1976/2003			52,964		858,000		3,568,000
Fieldstone Marketplace	MA	2005/2012		100%	1988/2003			150,123		5,229,000		21,440,000
Fishtown Crossing (f/k/a Port Richmond Village)	PA		2001	100%		1988		120,375		2,942,000		11,769,000
Franklin Village Plaza (a)	MA	2004/2012		100%	1987/2005			303,524		14,270,000		61,915,000
General Booth Plaza	VA		2005	100%		1985		71,639		1,935,000		9,493,000
Girard Plaza	PA		2019	100%				35,688		4,685,000		4,648,000
Glen Allen Shopping Center	VA		2005	100%		2000		63,328		6,769,000		683,000
Gold Star Plaza	PA		2006	100%		1988		71,720		1,644,000		6,519,000
Golden Triangle	PA		2003	100%	1960/2005			202,790		2,320,000		9,713,000
Groton Shopping Center	CT		2007	100%		1969		130,264		3,070,000		12,320,000
Halifax Plaza	PA		2003	100%		1994		51,510		1,412,000		5,799,000
Hamburg Square	PA		2004	100%	1993/2010			102,058		1,153,000		4,678,000
Jordan Lane	CT		2005	100%	1969/1991			177,504		4,291,000		21,176,000
Kempsville Crossing	VA		2005	100%	1985/2013			78,162		2,207,000		11,000,000
Kings Plaza	MA		2007	100%	1970/1994			168,243		2,413,000		12,604,000
Lawndale Plaza	PA		2015	100%		1998		92,773		3,635,000		21,854,000
Meadows Marketplace	PA	2004/2012		100%		2005		91,518		1,914,000		-
Metro Square	MD		2008	100%		1999		71,896		3,121,000		12,341,000
Newport Plaza	PA		2003	100%		1996		64,489		1,721,000		7,758,000
New London Mall	CT		2009	100%	1967/1997			259,566		14,891,000		24,967,000
Northside Commons	PA		2008	100%		2009		69,136		3,332,000		-
Norwood Shopping Center	MA		2006	100%	1965/2013			97,756		1,874,000		8,453,000
Oak Ridge Shopping Center	VA		2006	100%		2000		38,700		960,000		4,254,000
Oakland Commons	CT		2007	100%	1962/2013			90,100		2,504,000		15,662,000
Oakland Mills	MD		2005	100%	1960's/2004			59,308		1,611,000		6,292,000
Palmyra Shopping Center	PA		2005	100%	1960/2012			111,051		1,488,000		6,566,000
Pine Grove Plaza	NJ		2003	100%	2001/2002			86,089		2,010,000		6,489,000
Quartermaster Plaza	PA		2014	100%		2004		456,602		37,031,000		54,210,000
River View Plaza	PA		2003	100%	1991/1998			189,032		9,718,000		40,356,000
San Souci Plaza	MD		2009	40%	1985 - 1997			264,134		14,849,000		18,445,000
Senator Square	DC		2018	100%	1946 - 2005			61,691		-		5,327,000
Shoppes at Arts District	DC		2016	100%		2011		35,676		2,247,000		18,616,000
South Philadelphia	PA		2003	100%	1950/2003			194,435		8,222,000		36,314,000
Southington Center	CT		2003	100%	1972/2000			155,842		-		11,834,000
Swede Square	PA		2003	100%	1980/2012			100,816		2,268,000		6,232,000
The Brickyard	CT		2004	100%	1990/2012			227,598		7,632,000		29,308,000
The Point	PA		2000	100%	1972/2012			262,620		2,700,000		10,800,000
The Shops at Bloomfield Station	NJ		2016	100%		2015		63,844		625,000		17,674,000
The Shops at Suffolk Downs	MA		2005	100%	2005/2011			121,187		7,580,000		11,089,000
Timpany Plaza	MA		2007	100%	1970's-1989			182,799		3,412,000		19,240,000
Trexler Mall	PA		2005	100%	1973/2013			337,297		6,932,000		32,815,000
Trexlertown Plaza	PA		2006	100%	1990/2011			325,171		13,349,000		23,867,000
Valley Plaza	MD		2003	100%	1975/1994			190,939		1,950,000		7,766,000
Washington Center Shoppes	NJ		2001	100%	1979/1995			157,394		2,061,000		7,314,000
Webster Plaza	MA		2007	100%	1960's-2004			98,984		3,551,000		18,412,000
Yorktowne Plaza	MD		2007	100%	1970/2000			138,843		5,940,000		25,505,000
Other	n/a	n/a		100%	n/a			-		1,965,000		-
Total Portfolio								8,327,916	$	295,497,000	$	905,790,000

69

Cedar Realty Trust, Inc.

Schedule III

Real Estate and Accumulated Depreciation

				Gross amount at which carried at
(continued)	Subsequent			December 31, 2019
	cost					Building and				Accumulated
Property	capitalized (b)			Land		improvements		Total		depreciation
Academy Plaza	$	5,508,000		$	2,406,000	$	15,131,000	$	17,537,000	$	6,161,000
Big Y Shopping Center		356,000			10,268,000		24,755,000		35,023,000		4,846,000
Camp Hill		40,297,000			4,093,000		58,521,000		62,614,000		22,665,000
Carmans Plaza		17,679,000			8,421,000		53,601,000		62,022,000		13,224,000
Christina Crossing		1,502,000			4,341,000		24,729,000		29,070,000		2,618,000
Coliseum Marketplace		5,616,000			3,586,000		19,370,000		22,956,000		7,930,000
Colonial Commons		7,812,000			9,367,000		45,308,000		54,675,000		14,817,000
Crossroads II		29,714,000			17,671,000		27,426,000		45,097,000		7,380,000
East River Park		5,173,000			9,398,000		35,811,000		45,209,000		5,523,000
Elmhurst Square		1,223,000			1,371,000		7,217,000		8,588,000		2,410,000
Fairview Commons		381,000			858,000		3,949,000		4,807,000		1,312,000
Fieldstone Marketplace		3,269,000			5,167,000		24,771,000		29,938,000		9,926,000
Fishtown Crossing (f/k/a Port Richmond Village)		2,679,000			2,843,000		14,547,000		17,390,000		5,087,000
Franklin Village Plaza (a)		5,929,000			14,681,000		67,433,000		82,114,000		16,974,000
General Booth Plaza		(164,000	)		1,935,000		9,329,000		11,264,000		3,223,000
Girard Plaza		-			4,685,000		4,648,000		9,333,000		160,000
Glen Allen Shopping Center		(180,000	)		5,367,000		1,905,000		7,272,000		664,000
Gold Star Plaza		712,000			1,644,000		7,231,000		8,875,000		3,224,000
Golden Triangle		10,661,000			2,320,000		20,374,000		22,694,000		9,818,000
Groton Shopping Center		8,513,000			3,113,000		20,790,000		23,903,000		5,763,000
Halifax Plaza		551,000			1,347,000		6,415,000		7,762,000		2,900,000
Hamburg Square		6,302,000			1,153,000		10,980,000		12,133,000		3,871,000
Jordan Lane		883,000			4,291,000		22,059,000		26,350,000		8,143,000
Kempsville Crossing		(2,757,000	)		2,207,000		8,243,000		10,450,000		3,145,000
Kings Plaza		1,688,000			2,408,000		14,297,000		16,705,000		4,007,000
Lawndale Plaza		968,000			3,635,000		22,822,000		26,457,000		4,123,000
Meadows Marketplace		11,648,000			1,914,000		11,648,000		13,562,000		4,019,000
Metro Square		(221,000	)		5,250,000		9,991,000		15,241,000		3,282,000
Newport Plaza		555,000			1,682,000		8,352,000		10,034,000		3,682,000
New London Mall		4,688,000			8,807,000		35,739,000		44,546,000		14,163,000
Northside Commons		10,035,000			3,379,000		9,988,000		13,367,000		2,599,000
Norwood Shopping Center		799,000			1,874,000		9,252,000		11,126,000		3,179,000
Oak Ridge Shopping Center		440,000			960,000		4,694,000		5,654,000		1,743,000
Oakland Commons		(344,000	)		2,504,000		15,318,000		17,822,000		5,516,000
Oakland Mills		1,197,000			1,611,000		7,489,000		9,100,000		2,950,000
Palmyra Shopping Center		2,008,000			1,488,000		8,574,000		10,062,000		3,506,000
Pine Grove Plaza		1,028,000			2,010,000		7,517,000		9,527,000		3,178,000
Quartermaster Plaza		2,870,000			37,031,000		57,080,000		94,111,000		10,890,000
Riverview Plaza		8,587,000			10,872,000		47,789,000		58,661,000		19,081,000
San Souci Plaza		5,114,000			13,406,000		25,002,000		38,408,000		12,243,000
Senator Square		356,000			-		5,683,000		5,683,000		668,000
Shoppes at Arts District		68,000			2,247,000		18,684,000		20,931,000		2,665,000
South Philadelphia		12,432,000			10,363,000		46,605,000		56,968,000		20,638,000
Southington Center		1,007,000			-		12,841,000		12,841,000		5,033,000
Swede Square		6,475,000			2,272,000		12,703,000		14,975,000		5,947,000
The Brickyard		4,846,000			7,648,000		34,138,000		41,786,000		11,879,000
The Point		18,537,000			2,996,000		29,041,000		32,037,000		11,669,000
The Shops at Bloomfield Station		354,000			625,000		18,028,000		18,653,000		2,147,000
The Shops at Suffolk Downs		10,449,000			7,580,000		21,538,000		29,118,000		7,303,000
Timpany Plaza		1,861,000			3,368,000		21,145,000		24,513,000		6,348,000
Trexler Mall		9,466,000			6,932,000		42,281,000		49,213,000		15,669,000
Trexlertown Plaza		30,644,000			13,351,000		54,509,000		67,860,000		13,220,000
Valley Plaza		1,874,000			1,950,000		9,640,000		11,590,000		4,145,000
Washington Center Shoppes		5,522,000			2,000,000		12,897,000		14,897,000		5,921,000
Webster Plaza		4,035,000			4,082,000		21,916,000		25,998,000		6,668,000
Yorktowne Plaza		1,676,000			5,801,000		27,320,000		33,121,000		9,824,000
Other		1,598,000			877,000		2,686,000		3,563,000		172,000
Total Portfolio	$	313,919,000		$	293,456,000	$	1,221,750,000	$	1,515,206,000	$	389,861,000

70

Cedar Realty Trust, Inc.

Schedule III

Real Estate and Accumulated Depreciation

The changes in real estate and accumulated depreciation for the years ended December 31, 2019, 2018 and 2017, respectively, are as follows:

Cost	2019				2018			2017
Balance, beginning of the year	$	1,508,682,000			$	1,534,599,000		$	1,496,429,000
Properties transferred to held for sale		(36,265,000	)			(61,505,000	)		(15,971,000	)
Property acquisitions		9,333,000				6,481,000			30,997,000
Property dispositions		—				—			(4,332,000	)
Improvements and betterments		37,089,000				29,107,000			29,752,000
Asset write-offs		(3,633,000	)			—			(2,276,000	)
Balance, end of the year	$	1,515,206,000		(c)	$	1,508,682,000		$	1,534,599,000
Accumulated depreciation
Balance, beginning of the year	$	361,969,000			$	341,943,000		$	313,070,000
Properties transferred to held for sale		(10,143,000	)			(14,886,000	)		(4,131,000	)
Property dispositions		—				—			(1,048,000	)
Depreciation expense (d)		41,142,000				34,912,000			36,328,000
Asset write-offs		(3,107,000	)			—			(2,276,000	)
Balance, end of the year	$	389,861,000			$	361,969,000		$	341,943,000
Net book value	$	1,125,345,000			$	1,146,713,000		$	1,192,656,000

(a) Amount of encumbrance totals $46.7 million at December 31, 2019.

(b) Negative amounts represent write-offs of fully depreciated assets.

(c) At December 31, 2019, the aggregate cost for federal income tax purposes was approximately $5.7 million greater than the Company's recorded values.

(d) Depreciation is provided over the estimated useful lives of the buildings and improvements, which range from 3 to 40 years.

71

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) designed to ensure that information required to be disclosed in its filings under the Exchange Act is reported within the time periods specified in the rules and regulations of the Securities and Exchange Commission (“SEC”). In this regard, the Company has formed a Disclosure Committee currently comprised of several of the Company’s executive officers as well as certain other employees with knowledge of information that may be considered in the SEC reporting process. The Committee has responsibility for the development and assessment of the financial and non-financial information to be included in the reports filed with the SEC, and assists the Company’s Chief Executive Officer and Chief Financial Officer in connection with their certifications contained in the Company’s SEC filings. The Committee meets regularly and reports to the Audit Committee on a quarterly or more frequent basis. The Company’s Chief Executive Officer and Chief Financial Officer have evaluated its disclosure controls and procedures as of December 31, 2019, and have concluded that such disclosure controls and procedures are effective.

During the three months ended December 31, 2019, there have been no changes in the Company’s internal controls over financial reporting or in other factors that have materially affected, or are reasonably likely to materially affect, these internal controls over financial reporting. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

72

Management Report on Internal Control Over Financial Reporting

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control system was designed to provide reasonable assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2019. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in “Internal Control – 2013 Integrated Framework”. Based on such assessment, management believes that, as of December 31, 2019, the Company’s internal control over financial reporting is effective based on those criteria.

Ernst & Young LLP, the Company’s independent registered public accounting firm, has issued an opinion on the Company’s internal control over financial reporting, which appears elsewhere in this report.

73

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Cedar Realty Trust, Inc.

Opinion on Internal Control over Financial Reporting

We have audited Cedar Realty Trust, Inc.’s internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Cedar Realty Trust, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2019 and 2018, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2019, and the related notes and schedule listed in the Index at Item 15(a) and our report dated February 13, 2020 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Item 9A. Controls and Procedures – “Management Report on Internal Control Over Financial Reporting”. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ ERNST & YOUNG LLP

New York, New York

February 13, 2020

74

Items 9B. Other Information

None.

Part III.

In accordance with the rules of the SEC, certain information required by Part III is omitted and is incorporated by reference into this Form 10-K from the Company’s definitive proxy statement, which we expect to file in March 2020 (and in any event not later than 120 days after the close of our fiscal year), for the 2020 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A.

Item 10. Directors, Executive Officers and Corporate Governance

This item is incorporated by reference to the definitive proxy statement for the 2020 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A.

Item 11. Executive Compensation

This item is incorporated by reference to the definitive proxy statement for the 2020 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

This item is incorporated by reference to the definitive proxy statement for the 2020 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A.

Item 13. Certain Relationships and Related Transactions and Director Independence

This item is incorporated by reference to the definitive proxy statement for the 2020 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A.

Item 14. Principal Accountant Fees and Services

This item is incorporated by reference to the definitive proxy statement for the 2020 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A.

75

Part IV

Item 15. Exhibits and Financial Statement Schedules

(a) 1. Financial Statements

The response to this portion of Item 15 is included in Item 8 of this report.

2. Financial Statement Schedules

The response to this portion of Item 15 is included in Item 8 of this report.

3. Exhibits

Item	Title or Description
3.1.a	Articles of Incorporation of Cedar Realty Trust, Inc., incorporated by reference to Exhibit 3.1 of Form 10-K for the year ended December 31, 2013.
3.1.b	Articles Supplementary to Articles of Incorporation of Cedar Realty Trust, Inc., incorporated by reference to Exhibit 3.2 of Form 8-A filed on August 18, 2017.
3.1.c	Articles Supplementary to Articles of Incorporation of Cedar Realty Trust, Inc., incorporated by reference to Exhibit 3.1 of Form 8-K filed on August 22, 2017.
3.1.d	Articles Supplementary to Articles of Incorporation of Cedar Realty Trust, Inc., incorporated by reference to Exhibit 3.1 of Form 8-K filed on December 15, 2017.
3.1.e	Articles of Amendment to the Articles of Incorporation of Cedar Realty Trust, Inc., incorporated by reference to Exhibit 3.1 of Form 8-K filed on May 7, 2018.
3.2	Amended and Restated By-laws of Cedar Realty Trust, Inc., incorporated by reference to Exhibit 3.2 of Form 8-K filed on May 7, 2018.
3.3.a	Agreement of Limited Partnership of Cedar Shopping Centers Partnership, L.P., incorporated by reference to Exhibit 3.4 of the Registration Statement on Form S-11/A filed on October 14, 2003.
3.3.b	Amendment No. 1 to Agreement of Limited Partnership of Cedar Shopping Centers Partnership, L.P., incorporated by reference to Exhibit 3.5 of the Registration Statement on Form S-11/A filed on October 14, 2003.
3.3.c	Amendment No. 2 to Agreement of Limited Partnership of Cedar Shopping Centers Partnership, L.P., incorporated by reference to Exhibit 3.3.c of Form 10-K for the year ended December 31, 2004.
3.3.d	Amendment No. 3 to Agreement of Limited Partnership of Cedar Shopping Centers Partnership, L.P., incorporated by reference to Exhibit 3.3.d of Form 10-K for the year ended December 31, 2006.
3.3.e	Amendment No. 4 to Agreement of Limited Partnership of Cedar Shopping Centers Partnership, L.P., incorporated by reference to Exhibit 3.2 of Form 10-Q for the quarterly period ended September 30, 2010.
3.3.f	Amendment No. 5 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.2 of Form 8-K filed on May 16, 2012.
3.3.g	Amendment No. 6 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.2 of Form 8-K filed on May 29, 2012.
3.3.h	Amendment No. 7 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.2 of Form 8-K filed on September 14, 2012.
3.3.i	Amendment No. 8 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.3 of Form 8-K filed on November 21, 2012.
3.3.j	Amendment No. 9 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.2 of Form 8-K filed on February 11, 2013.
3.3.k	Amendment No. 10 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.3 of Form 8-K filed on August 22, 2017.

76

Item	Title or Description
3.3.1	Amendment No. 11 to Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P., incorporated by reference to Exhibit 3.2 of Form 8-K filed on December 15, 2017.
4.1	Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.
10.1.a*	Cedar Realty Trust, Inc. 2012 Stock Incentive Plan, incorporated by reference to Exhibit A of the Definitive Proxy Statement filed on April 25, 2012.
10.1.b.1*	Cedar Realty Trust, Inc. 2017 Stock Incentive Plan, incorporated by reference to Annex A of the Definitive Proxy Statement filed on March 23, 2017.
10.1.b.2*	First Amendment to Cedar Realty Trust, Inc. 2017 Stock Incentive Plan, incorporated by reference to Annex A of the Definitive Proxy Statement filed on March 29, 2019.
10.2.a*	2005 Cedar Shopping Centers, Inc. Deferred Compensation Plan, incorporated by reference to Exhibit 10.1 of Form 8-K filed on December 22, 2005.
10.2.b*	Amendment No. 1 to the 2005 Cedar Shopping Centers, Inc. Deferred Compensation Plan, effective as of December 21, 2006, incorporated by reference to Exhibit 10.2.b of Form 10-K for the year ended December 31, 2006.
10.2.c*	Amendment No. 2 to the 2005 Cedar Shopping Centers, Inc. Deferred Compensation Plan, effective as of December 11, 2007, incorporated by reference to Exhibit 10.2.c of Form 10-K for the year ended December 31, 2007.
10.2.d*	Amendment No. 3 to the 2005 Cedar Shopping Centers, Inc. Deferred Compensation Plan, effective as of December 16, 2008, incorporated by reference to Exhibit 10.2.d of Form 10-K for the year ended December 31, 2008.
10.2.e*	Amendment No. 4 to the 2005 Cedar Shopping Centers, Inc. Deferred Compensation Plan, effective as of June 30, 2011, incorporated by reference to Exhibit 10.4 of Form 10-Q for the quarterly period ended September 30, 2011.
10.2.f*	Amendment No. 5 to the 2005 Cedar Realty Trust, Inc. Deferred Compensation Plan, effective as of December 14, 2011, incorporated by reference to Exhibit 10.2.f of Form 10-K for the year ended December 31, 2011.
10.2.g*	Amendment No. 6 to the 2005 Cedar Realty Trust, Inc. Deferred Compensation Plan, effective as of December 12, 2012, incorporated by reference to Exhibit 10.2.g of Form 10-K for the year ended December 31, 2012.
10.2.h*	Amendment No. 7 to the 2005 Cedar Realty Trust, Inc. Deferred Compensation Plan, effective as of December 24, 2013, incorporated by reference to Exhibit 10.2.h of Form 10-K for the year ended December 31, 2013.
10.3.a*	Amended and Restated Employment Agreement between Cedar Realty Trust, Inc. and Bruce J. Schanzer, dated effective as of June 15, 2018, incorporated by reference to Exhibit 10.1 of Form 8-K filed on June 18, 2018.
10.3.b*	Amended and Restated Employment Agreement between Cedar Realty Trust, Inc. and Philip Mays, dated effective as of June 6, 2018, incorporated by reference to Exhibit 10.1 of Form 8-K filed on January 3, 2019.
10.3.c*	Amended and Restated Employment Agreement between Cedar Realty Trust, Inc. and Robin McBride Zeigler, dated effective as of April 1, 2019, incorporated by reference to Exhibit 10.1 of Form 10-Q for the quarterly period ended September 30, 2019.
10.4.a.1	Fourth Amended and Restated Loan Agreement (the “Loan Agreement”) by and among Cedar Realty Trust Partnership, L.P., KeyBank National Association and other lending institutions which are or may become parties to the Loan Agreement, and KeyBank National Association (as Administrative Agent), dated as of September 8, 2017, incorporated by reference to Exhibit 10.1 of Form 10-Q for the quarterly period ended September 30, 2017.
10.4.a.2	First Amendment to Fourth Amended and Restated Loan Agreement, dated as of July 24, 2018, incorporated by reference to Exhibit 10.2 of Form 10-Q for the quarterly period ended June 30, 2018.
10.4.b	Third Amended and Restated Loan Agreement (the “Loan Agreement”) by and among Cedar Realty Trust Partnership, L.P., KeyBank National Association and other lending institutions which are or may become parties to the Loan Agreement, and KeyBank National Association (as Administrative Agent), dated as of July 24, 2018 incorporated by reference to Exhibit 10.1 of Form 10-Q for the quarterly period ended June 30, 2018.

77

Item	Title or Description
10.4.c.1	Loan Agreement (the “Loan Agreement”) by and among Cedar Realty Trust Partnership, L.P., Regions Bank and other lending institutions which are or may become parties to the Loan Agreement, and KeyBank National Association (as Administrative Agent), dated as of April 26, 2016 incorporated by reference to Exhibit 10.2 of Form 10-Q for the quarterly period ended March 31, 2016.
10.4.c.2	First Amendment to Loan Agreement, dated as of July 15, 2016 incorporated by reference to Exhibit 10.2 of Form 10-Q for the quarterly period ended September 30, 2016.
10.4.c.3	Second Amendment to Loan Agreement, dated as of July 24, 2018, incorporated by reference to Exhibit 10.3 of Form 10-Q for the quarterly period ended June 30, 2018.
21.1	List of Subsidiaries of the Registrant
23.1	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
31.1	Rule 13a-14(a) Certification of Chief Executive Officer
31.2	Rule 13a-14(a) Certification of Chief Financial Officer
32.1	Section 1350 Certification of Chief Executive Officer
32.2	Section 1350 Certification of Chief Financial Officer
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

* Management contracts or compensatory plans required to be filed pursuant to Rule 601 of Regulation S-K.

(b) Exhibits

The response to this portion of Item 15 is included in Item 15(a)(3) above.

(c) The following financial statement schedules are filed as part of the report:

The response to this portion of Item 15 is included in Item 15(a)(2) above.

Item 16. Form 10-K Summary

None

78

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CEDAR REALTY TRUST, INC.

/s/ BRUCE J. SCHANZER	/s/ PHILIP R. MAYS
Bruce J. Schanzer	Philip R. Mays
President (principal executive officer)	Executive Vice President, Chief Financial Officer and Treasurer
	(principal financial officer)
/s/ GASPARE J. SAITTA, II
Gaspare J. Saitta, II
Vice President and Chief Accounting Officer
(principal accounting officer)

February 13, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and as of the date indicated.

/s/ ABRAHAM EISENSTAT	/s/ GREGG GONSALVES
Abraham Eisenstat	Gregg Gonsalves
Director	Director
/s/ PAMELA N. HOOTKIN	/s/ SABRINA L. KANNER
Pamela N. Hootkin	Sabrina L. Kanner
Director	Director
/s/ STEVEN G. ROGERS	/s/ BRUCE J. SCHANZER
Steven G. Rogers	Bruce J. Schanzer
Director	Director
/s/ ROGER M. WIDMANN
Roger M. Widmann
Director

February 13, 2020

79

EX-4.1

Exhibit 4.1

Description of the Registrant’s Securities
Registered Pursuant to Section 12
of the Securities Exchange Act of 1934

The following description of the terms of our securities is only a summary. For a complete description, we refer you to our articles of incorporation and amended and restated by-laws, which are filed as exhibits to this Annual Report on Form 10-K, and to the applicable provisions of the Maryland General Corporation Law (the “MGCL”). As used in this exhibit, and except where the context otherwise requires, “we,” “us,” and “our” refer to Cedar Realty Trust, Inc.

Authorized and Outstanding Securities.

Our authorized capital stock consists of 150 million shares of common stock with a par value of $.06 per share (the “Common Stock”), and 12.5 million shares of preferred stock, with a par value of $.01 per share.  As of February 10, 2020, there were (1) 89,353,000 shares of Common Stock outstanding, (2) 1,450,000 shares outstanding of our 7‑1/4% Series B Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value (the “Series B Preferred Stock”) and (3) 5,000,000 shares outstanding of our 6‑1/2% Series C Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value (the “Series C Preferred Stock”, and together with the Series B Preferred Stock, the “Preferred Stock”).

Description of the Common Stock

Voting

Under our articles of incorporation, as amended, which we refer to as our “charter”, holders of our Common Stock are entitled to one vote per share on all matters submitted to the Common Stock holders for vote at all meetings of stockholders.

Dividends and Distributions

Subject to the preferential dividend rights of the Preferred Stock, holders of Common Stock are entitled to receive such dividends as may be declared by our board of directors. Upon the declaration of dividends, holders of Common Stock are entitled to share in all such dividends, pro rata, in accordance with the relative number of shares of Common Stock held by each such Holder.

Subject to the preferential dividend rights of the Preferred Stock, dividends and distributions are declared by our board of directors and paid to the holders of Common Stock in cash, property or our other securities (including shares of any class or series whether or not shares of such class or series are already outstanding) out of funds legally available therefor. Each share of Common Stock has identical rights with respect to dividends and distributions.

Liquidation Rights

Subject to the preferential rights of the Preferred Stock, if any, in the event of any voluntary or involuntary liquidation, dissolution or winding up of, or any distribution of the assets of, the Company, each holder of Common Stock shall be entitled to receive, ratably with each other holder of Common Stock, that portion of the assets of the Company available for distribution to its stockholders as the number of shares of the Common Stock held by such holder bears to the total number of shares of Common Stock then outstanding.

Restrictions on Ownership and Transfer

In order for us to qualify as a REIT for U.S. Federal income tax purposes, our stock must be beneficially owned by 100 or more persons during at least 335 days of a taxable year of 12 months or during a proportionate part of a shorter taxable year. Also, not more than 50% of the value of the outstanding shares of our stock may be owned, directly or indirectly, by five or fewer individuals (as defined in the Internal Revenue Code to include certain entities such as qualified pension plans) during the last half of a taxable year.

Our charter provides that no person or entity may beneficially own, or be deemed to own by virtue of the applicable constructive ownership provisions of the Code, more than 9.9% of the outstanding shares of our Common

Stock. Any person who acquires or attempts to acquire beneficial or constructive ownership of shares of Common Stock that will or may violate the ownership limitation is required to give written notice immediately to us and provide us with such other information as we may request in order to determine the effect of such transfer on our REIT status.

If our Board of Directors or a committee thereof determines that a transfer or proposed transfer of the shares of Common Stock violates or may violate the ownership limitation or certain other provisions of our charter prohibiting transfers that may have the effect of causing us to lose our REIT status, our Board of Directors or committee thereof is empowered to take any action it deems advisable to refuse to give effect to or to prevent such transfer, including (i) electing to purchase any shares owned by a person or group of affiliated persons in excess of the ownership limitations or (ii) refusing to transfer or issue shares to a person if an acquisition of shares by such person or group would result in such person or group exceeding these ownership limits or jeopardizing our status as a REIT. Any transfer of shares that would result in a person or group exceeding ownership limits or in our disqualification as a REIT is deemed void as of the date of such transfer. Our Board of Directors has the right to waive the ownership limitations and excess share provisions of our charter relating to our Common Stock.

Transferability

The Common Stock is freely transferable, and except for the 9.9% limit described above under “– Restrictions on Ownership and Transfer” and federal and state securities laws restrictions on our directors, officers and other affiliates and on persons holding “restricted” stock, our stockholders are not restricted in their ability to sell or transfer shares of the Common Stock.

Sinking Fund, Preemptive, Subscription and Redemption Rights

The Common Stock does not carry any sinking fund, preemptive, subscription or redemption rights enabling a holder to subscribe for or receive shares of any class of our stock or any other securities convertible into shares of any class of our stock.

Listing

The Common Stock is listed on the New York Stock Exchange, which we refer to as the NYSE, under the symbol “CDR”.

Registrar and Transfer Agent

American Stock Transfer & Trust Company, LLC is the registrar and transfer agent for the Common Stock.

Description of the Series B Preferred Stock

Ranking

The Series B Preferred Stock, with respect to distribution rights and rights upon liquidation, dissolution or winding up, ranks:

(i) senior to our Common Stock and all other classes or series of our equity securities we may issue in the future the terms of which specifically provide that such equity securities will rank junior to the Series B Preferred Stock;

(ii) on a parity with the Series C Preferred Stock and all other classes or series of our equity securities we may issue the terms of which specifically provide that such equity securities rank on a parity with the Series B Preferred Stock; and

(iii) junior to all classes or series of equity securities we may issue the terms of which specifically provide that such equity securities rank senior to the Series B Preferred Stock.

The term “equity securities” does not include any convertible debt securities we may issue in the future.

Distributions

Holders of the Series B Preferred Stock are entitled to receive, when and as authorized by our board of directors, out of funds legally available for the payment of distributions, cumulative cash distributions at the rate of 7.25% of the liquidation preference per annum. Distributions on the Series B Preferred Stock accrue and are cumulative from

(but excluding) the date of original issue and are payable quarterly in arrears on the 20th day of each February, May, August and November or, if not a business day, the next business day. Distributions payable on the Series B Preferred Stock for any partial period are computed on the basis of a 360-day year consisting of twelve 30-day months. We pay distributions to holders of record as they appear in our stock transfer books at the close of business on the applicable record date designated by our board of directors for the payment of distributions that is not more than 60 nor less than 10 days prior to the distribution payment date.

We do not authorize or pay any distributions on the Series B Preferred Stock or set aside funds for the payment of distributions if restricted or prohibited by law, or if the terms of any of our agreements, including agreements relating to our indebtedness or our other series of preferred stock, prohibit that authorization, payment or setting aside of funds or provide that the authorization, payment or setting aside of funds is a breach of or a default under that agreement. We are, and may in the future become, a party to agreements which restrict or prevent the payment of distributions on, or the purchase or redemption of, shares. These restrictions may include indirect covenants which require us to maintain specified levels of net worth or assets.

Notwithstanding the foregoing, distributions on the Series B Preferred Stock accrue whether or not we have earnings, whether or not there are funds legally available for the payment of distributions and whether or not distributions are authorized. Accrued but unpaid distributions on the Series B Preferred Stock do not bear interest, and holders of the Series B Preferred Stock are not entitled to any distributions in excess of full cumulative distributions as described above. All of our distributions on the Series B Preferred Stock, including any capital gain distributions, are credited first to the earliest accrued and unpaid distribution due.

We do not declare or pay any distributions (other than distributions in kind on our Common Stock or shares of any other class or series of our preferred stock that rank junior to the Series B Preferred Stock as to distributions), or set aside any funds for the payment of distributions, on shares of our Common Stock or shares of any other class or series of our preferred stock that rank on a parity with or junior to the Series B Preferred Stock as to distributions, including the Series C Preferred Stock, or redeem or otherwise acquire shares of our Common Stock or shares of any other class or series of our preferred stock that rank on a parity with or junior to the Series B Preferred Stock, including the Series C Preferred Stock, as to distributions (except by conversion into or exchange for our Common Stock or other shares ranking junior to the Series B Preferred Stock), unless we also have declared and either paid or set aside for payment full cumulative distributions on the Series B Preferred Stock for all past distribution periods (other than pro rata distributions as described below). This restriction does not limit our redemption or other acquisition of shares for the purposes of enforcing restrictions upon ownership and transfer of our equity securities contained in our charter (as may be amended or supplemented) or for the purpose of preserving our status as a REIT for federal income tax purposes.

If distributions are not paid in full (or a sum sufficient for such full payment is not so set apart) upon the Series B Preferred Stock and any other class or series of our preferred stock ranking on a parity with the Series B Preferred Stock as to distributions, including the Series C Preferred Stock, all distributions declared upon the Series B Preferred Stock and such other class or series of preferred stock will be authorized pro rata so that the amount of distributions authorized per share of Series B Preferred Stock and per share of such other class or series of preferred stock (which will not include any accumulation in respect of unpaid distributions for prior distribution periods if such other class or series of preferred stock does not have a cumulative distribution) bear to each other. No interest, or sum of money in lieu of interest, will be payable in respect of any distribution payment or payments on the Series B Preferred Stock which may be in arrears.

Optional Redemption

At our option upon not less than 30 nor more than 60 days written notice, we may redeem the Series B Preferred Stock, in whole or in part, at any time or from time to time, at a redemption price of $25.00 per share, plus all accrued and unpaid distributions to, but not including, the date fixed for redemption.

We will mail to record holders of the Series B Preferred Stock a notice of redemption no fewer than 30 days nor more than 60 days before the redemption date. We will send the notice to the address shown on our stock transfer books. A failure to give notice of redemption or any defect in the notice or in its mailing will not affect the validity of the redemption of any share of Series B Preferred Stock except as to the holder to whom notice was defective. Each notice will state the following:

• the redemption date;

• the redemption price, including, without limitation, a statement as to whether or not accumulated but unpaid distributions will be payable as part of the redemption price, or payable on the next distribution payment date, to the record holder at the close of business on the relevant record date;

• the number of shares of Series B Preferred Stock to be redeemed;

• the place where the certificates (if any) for the Series B Preferred Stock are to be surrendered for payment; and

• that distributions on the shares to be redeemed will cease to accrue on the redemption date.

If we redeem fewer than all of the shares of Series B Preferred Stock held by any holder, the notice of redemption mailed to each stockholder will also specify the number of shares of Series B Preferred Stock that we will redeem from each stockholder. In this case, we will determine the number of shares of Series B Preferred Stock to be redeemed on a pro rata basis. Any redemption may be made conditional on such factors as may be determined by our board of directors and as set forth in the redemption notice. Unless full cumulative distributions on all shares of Series B Preferred Stock have been or contemporaneously are declared and either paid or set aside for payment for all past distribution periods, we generally may not redeem any Series B Preferred Stock unless we redeem all of the Series B Preferred Stock.

If we have given a notice of redemption and have set aside sufficient funds for the redemption in trust for the benefit of the holders of the shares of Series B Preferred Stock called for redemption, then, from and after the redemption date, those shares of Series B Preferred Stock will be treated as no longer outstanding, no further distributions will accrue and all other rights of the holders of those shares of Series B Preferred Stock will terminate. The holders of those shares of Series B Preferred Stock will retain their right to receive the redemption price for their shares and any accrued and unpaid distributions to, but not including, the redemption date.

The holders of shares of Series B Preferred Stock at the close of business on a distribution record date will be entitled to receive the distribution payable with respect to the Series B Preferred Stock on the corresponding payment date notwithstanding the redemption of the Series B Preferred Stock between such record date and the corresponding payment date or our default in the payment of the distribution due. Except as provided above, we will make no payment or allowance for unpaid distributions, whether or not in arrears, on Series B Preferred Stock to be redeemed.

The Series B Preferred Stock has no stated maturity and is not subject to any sinking fund or mandatory redemption provisions, except as provided under “— Restrictions on Ownership and Transfer” below.

Subject to applicable law, we may purchase Series B Preferred Stock in the open market, by tender or by private agreement. Any Series B Preferred Stock that we reacquire will be returned to the status of authorized but unissued preferred stock, without designation as to series until such shares are once more designated as part of a particular series by our board of directors.

Special Optional Redemption

Upon the occurrence of a Change of Control (as defined below), we may, at our option, redeem the Series B Preferred Stock in whole or in part within 120 days after the first date on which such Change of Control occurred, by paying $25.00 per share, plus any accrued and unpaid distributions to, but not including, the date of redemption. If, prior to the Change of Control Conversion Date (as defined in “— Conversion Rights” below), we have provided or provide notice of redemption with respect to the Series B Preferred Stock (whether pursuant to our optional redemption right or our special optional redemption right), the holders of Series B Preferred Stock will not have the conversion right described below under “— Conversion Rights”.

We will mail to record holders of the Series B Preferred Stock a notice of redemption no fewer than 30 days nor more than 60 days before the redemption date. We will send the notice to the address shown on our stock transfer books. A failure to give notice of redemption or any defect in the notice or in its mailing will not affect the validity of the redemption of any share of Series B Preferred Stock except as to the holder to whom notice was defective. Each notice will state the following:

• the redemption date;

• the redemption price, including, without limitation, a statement as to whether or not accumulated but unpaid distributions will be payable as part of the redemption price, or payable on the next distribution payment date, to the record holder at the close of business on the relevant record date;

• the number of shares of Series B Preferred Stock to be redeemed;

• the place where the certificates (if any) for the Series B Preferred Stock are to be surrendered for payment;

• that the Series B Preferred Stock is being redeemed pursuant to our special optional redemption right in connection with the occurrence of a Change of Control and a brief description of the transaction or transactions constituting such Change of Control;

• that the holders of the Series B Preferred Stock to which the notice relates will not be able to tender such Series B Preferred Stock for conversion in connection with the Change of Control and each share of Series B Preferred stock tendered for conversion that is selected, prior to the Change of Control Conversion Date, for redemption will be redeemed on the related date of redemption instead of converted on the Change of Control Conversion Date; and

• that distributions on the Series B Preferred Stock to be redeemed will cease to accrue on the redemption date.

If we redeem fewer than all of the outstanding shares of Series B Preferred Stock held by any holder, the notice of redemption mailed to each stockholder will also specify the number of shares of Series B Preferred Stock that we will redeem from each stockholder. In this case, we will determine the number of shares of Series B Preferred Stock to be redeemed on a pro rata basis. Any such redemption may be made conditional on such factors as may be determined by the board of directors and as set forth in the notice.

Unless full cumulative distributions on all shares of Series B Preferred Stock have been or contemporaneously are declared and either paid or set apart for payment for all past distribution periods, no shares of Series B Preferred Stock will be redeemed unless all outstanding shares of Series B Preferred Stock are simultaneously redeemed. In addition, unless full cumulative distributions on all shares of Series B Preferred Stock have been or contemporaneously are declared and either paid or set apart for payment for all past distribution periods, we will not purchase or otherwise acquire directly or indirectly any shares of Series B Preferred Stock, any shares of our Common Stock or shares of any other class or series ranking junior to or on parity with the Series B Preferred Stock as to distributions or upon liquidation (except by conversion into or exchange for shares of our equity securities ranking junior to the Series B Preferred Stock as to distributions and upon liquidation). These restrictions on redemptions, purchases and other acquisitions shall not prevent our redemption, purchase or acquisition of preferred stock of any series in order to ensure that we remain qualified as a REIT for United States federal income tax purposes, or the purchase or acquisition of Series B Preferred Stock pursuant to a purchase or exchange offer made on the same terms to all holders of the Series B Preferred Stock.

If we have given a notice of redemption and have set aside sufficient funds for the redemption in trust for the benefit of the holders of the Series B Preferred Stock called for redemption, then from and after the redemption date, those shares of Series B Preferred Stock will be treated as no longer being outstanding, no further distributions will accrue and all other rights of the holders of those shares of Series B Preferred Stock will terminate. The holders of those shares of Series B Preferred Stock will retain their right to receive the redemption price for their shares and any accrued and unpaid distributions through, but not including, the redemption date.

The holders of Series B Preferred Stock at the close of business on a distribution record date will be entitled to receive the distribution payable with respect to the Series B Preferred Stock on the corresponding payment date notwithstanding the redemption of the Series B Preferred Stock between such record date and the corresponding payment date or our default in the payment of the distribution due. Except as provided above, we will make no payment or allowance for unpaid distributions, whether or not in arrears, on Series B Preferred Stock to be redeemed.

For purposes of the special optional redemption and the Change of Control conversion rights described below, a “Change of Control” is when, after the original issuance of Series B Preferred Stock, the following has occurred and is continuing:

• the acquisition by any person, including any syndicate or group deemed to be a “person” under Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) of beneficial ownership, directly or indirectly, through a purchase, merger or other acquisition transaction or series of purchases, mergers or other acquisition transactions of shares of our capital stock entitling that person to exercise more than 50% of the total voting power of our capital stock entitled to vote generally in elections of directors (except that such person will be deemed to have beneficial ownership of all securities that such person has the right to acquire, whether such right is currently exercisable or is exercisable only upon the occurrence of a subsequent condition), and (y) following the closing of any transaction referred to in clause (x), neither we nor the acquiring or surviving entity has a class of common securities (or ADRs, representing such securities) listed on the NYSE, the NYSE Amex or NASDAQ, or listed or quoted on an exchange or quotation system that is a successor to the NYSE, the NYSE Amex or NASDAQ; or

• a change of control occurs pursuant to the provisions of any shareholder rights plan that may be adopted by the Company.

Conversion Rights

The Series B Preferred Stock is not convertible into or exchangeable for any property or other securities unless upon the occurrence of a Change of Control as described below.

Upon the occurrence of a Change of Control, each holder of Series B Preferred Stock will have the right, unless, prior to the Change of Control Conversion Date, we have provided or provide notice of our election to redeem the Series B Preferred Stock as described under “— Optional Redemption” or “— Special Optional Redemption”, to convert some or all of the Series B Preferred Stock held by such holder (the “Change of Control Conversion Right”) on the Change of Control Conversion Date into a number of shares of our Common Stock per share of Series B Preferred Stock (the “Common Stock Conversion Consideration”) equal to the lesser of:

• the quotient obtained by dividing (i) the sum of the $25.00 liquidation preference plus the amount of any accrued and unpaid distributions to, but not including, the Change of Control Conversion Date (unless the Change of Control Conversion Date is after a record date for the Series B Preferred Stock distribution payment and prior to the corresponding Series B Preferred Stock distribution payment date, in which case no additional amount for such accrued and unpaid distribution will be included in this sum), by (ii) the Common Stock Price; and

• 10.2041 (the “Stock Cap”), subject to the adjustments described below.

The Stock Cap is subject to pro rata adjustments for any stock splits (including those effected pursuant to a distribution of our Common Stock), subdivisions or combinations (in each case, a “Stock Split”) with respect to our Common Stock as follows: the adjusted Stock Cap as the result of a Stock Split will be the number of shares of our Common Stock that is equivalent to the product obtained by multiplying (i) the Stock Cap in effect immediately prior to such Stock Split by (ii) a fraction, the numerator of which is the number of shares of our Common Stock outstanding after giving effect to such Stock Split and the denominator of which is the number of shares of our Common Stock outstanding immediately prior to such Stock Split.

For the avoidance of doubt, subject to the immediately succeeding sentence, the aggregate number of shares of our Common Stock (or equivalent Alternative Conversion Consideration (as defined below), as applicable) issuable in connection with the exercise of the Change of Control Conversion Right (or equivalent Alternative Conversion Consideration, as applicable), will not exceed 4,081,640 in total (or equivalent Alternative Conversion Consideration, as applicable) (the “Exchange Cap”). The Exchange Cap is subject to pro rata adjustments for any Stock Splits on the same basis as the corresponding adjustment to the Stock Cap.

In the case of a Change of Control pursuant to which shares of our Common Stock will be converted into cash, securities or other property or assets (including any combination thereof) (the “Alternative Form Consideration”), a holder of Series B Preferred Stock will receive upon conversion of such Series B Preferred Stock the kind and amount of Alternative Form Consideration which such holder would have owned or been entitled to receive upon the Change of Control had such holder held a number of shares of our Common Stock equal to the Common Stock Conversion Consideration immediately prior to the effective time of the Change of Control (the “Alternative Conversion Consideration”, and the Common Stock Conversion Consideration or the Alternative Conversion Consideration, as may be applicable to a Change of Control, is referred to as the “Conversion Consideration”).

If the holders of our Common Stock have the opportunity to elect the form of consideration to be received in the Change of Control, the consideration that the holders of the Series B Preferred Stock will receive will be the form and proportion of the aggregate consideration elected by the holders of our Common Stock who participate in the determination (based on the weighted average of elections) and will be subject to any limitations to which all holders of our Common Stock are subject, including, without limitation, pro rata reductions applicable to any portion of the consideration payable in the Change of Control.

We will not issue fractional shares of Common Stock upon the conversion of the Series B Preferred Stock. Instead, we will pay the cash value of such fractional shares.

Within 15 days following the occurrence of a Change of Control, we will provide to holders of Series B Preferred Stock a notice of occurrence of the Change of Control that describes the resulting Change of Control Conversion Right. This notice will state the following:

• the events constituting the Change of Control;

• the date of the Change of Control;

• the last date on which the holders of Series B Preferred Stock may exercise their Change of Control Conversion Right;

• the method and period for calculating the Common Stock Price;

• the Change of Control Conversion Date;

• that if, prior to the Change of Control Conversion Date, we have provided or provide notice of our election to redeem all or any portion of the Series B Preferred Stock, holders will not be able to convert Series B Preferred Stock and such shares will be redeemed on the related redemption date, even if such shares have already been tendered for conversion pursuant to the Change of Control Conversion Right;

• if applicable, the type and amount of Alternative Conversion Consideration entitled to be received per share of Series B Preferred Stock;

• the name and address of the paying agent and the conversion agent; and

• the procedures that the holders of Series B Preferred Stock must follow to exercise the Change of Control Conversion Right.

We will issue a press release and post a notice on our website, in any event prior to the opening of business on the first business day following any date on which we provide the notice described above to the holders of Series B Preferred Stock.

To exercise the Change of Control Conversion Right, the holder of Series B Preferred Stock will be required to deliver, on or before the close of business on the Change of Control Conversion Date, the certificates (if any) evidencing Series B Preferred Stock to be converted, duly endorsed for transfer, together with a written conversion notice completed, to our transfer agent. The conversion notice must state:

• the relevant Change of Control Conversion Date;

• the number of shares of Series B Preferred Stock to be converted; and

• that the Series B Preferred Stock is to be converted pursuant to the applicable provisions of the Series B Preferred Stock.

The “Change of Control Conversion Date” is the date the Series B Preferred Stock is to be converted, which will be a business day that is no fewer than 20 days nor more than 35 days after the date on which we provide the notice described above to the holders of Series B Preferred Stock.

The “Common Stock Price” will be: (i) the amount of cash consideration per share of Common Stock, if the consideration to be received in the Change of Control by the holders of our Common Stock is solely cash, or (ii) the average of the closing prices per share for our Common Stock on the NYSE for the ten consecutive trading days immediately preceding, but not including, the effective date of the Change of Control, if the consideration to be received in the Change of Control by the holders of our Common Stock is other than solely cash.

Holders of Series B Preferred Stock may withdraw any notice of exercise of a Change of Control Conversion Right (in whole or in part) by a written notice of withdrawal delivered to our transfer agent prior to the close of business on the business day prior to the Change of Control Conversion Date. The notice of withdrawal must state:

• the number of withdrawn shares of Series B Preferred Stock;

• if certificated Series B Preferred Stock have been issued, the certificate numbers of the withdrawn shares of Series B Preferred Stock; and

• the number of shares of Series B Preferred Stock, if any, which remain subject to the conversion notice.

Notwithstanding the foregoing, if the Series B Preferred Stock is held in global form, the conversion notice and/or the notice of withdrawal, as applicable, must comply with applicable procedures of DTC.

Series B Preferred Stock as to which the Change of Control Conversion Right has been properly exercised and for which the conversion notice has not been properly withdrawn will be converted into the applicable Conversion Consideration in accordance with the Change of Control Conversion Right on the Change of Control Conversion Date, unless prior to the Change of Control Conversion Date we have provided or provide notice of our election to redeem such Series B Preferred Stock, whether pursuant to our optional redemption right or our special optional redemption right. If we elect to redeem Series B Preferred Stock that would otherwise be converted into the applicable Conversion Consideration on a Change of Control Conversion Date, such Series B Preferred Stock will not be so converted and the holders of such shares will be entitled to receive on the applicable redemption date $25.00 per share, plus any accrued and unpaid distributions thereon to, but not including, the redemption date, in accordance with our optional redemption right or special optional redemption right. See “— Optional Redemption” and “— Special Optional Redemption” above.

We will deliver amounts owing upon conversion no later than the third business day following the Change of Control Conversion Date.

We will comply with all federal and state securities laws and stock exchange rules in connection with any conversion of Series B Preferred Stock into shares of our Common Stock. Notwithstanding any other provisions of the Series B Preferred Stock, no holder of Series B Preferred Stock will be entitled to convert such Series B Preferred Stock into shares of our Common Stock to the extent that receipt of such Common Stock would cause such holder (or any other person) to exceed the share ownership limits contained in our charter (as may be amended and supplemented) setting forth the terms of the Series B Preferred Stock, unless we provide an exemption from this limitation for such holder. See “— Restrictions on Ownership and Transfer” below.

Except as provided above in connection with a Change of Control, the Series B Preferred Stock is not convertible into or exchangeable for any other securities or property.

Liquidation Rights

Upon any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of shares of Series B Preferred Stock are entitled to be paid out of our assets that are legally available for distribution to our stockholders (after payment or provision for payment of all of our debts and other liabilities) the sum of (a) the liquidation preference of $25.00 per share and (b) an amount equal to any accrued and unpaid distributions (whether

or not declared) to the date of payment, before any distribution of assets is made to holders of our Common Stock or shares of any class or series of our preferred stock that we may issue that ranks junior to the Series B Preferred Stock as to liquidation rights.

In the event that, upon any such voluntary or involuntary liquidation, dissolution or winding up, our available assets are insufficient to pay the amount of the liquidating distributions on all outstanding shares of Series B Preferred Stock and the corresponding amounts payable on all shares of other classes or series of our capital stock ranking on a parity with the Series B Preferred Stock as to liquidation rights, including the Series C Preferred Stock, then the holders of the Series B Preferred Stock and all other such classes or series of capital stock shall share ratably in any such distribution of assets in proportion to the full liquidating distributions to which they would otherwise be respectively entitled.

Holders of Series B Preferred Stock will be entitled to written notice of any such liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Series B Preferred Stock will have no right or claim to any of our remaining assets. The consolidation or merger of us with or into any other corporation, trust or entity or of any other corporation with or into us, a statutory share exchange by us or the sale, lease or conveyance of all or substantially all of our assets or business shall not be deemed to constitute a liquidation, dissolution or winding up of us.

Voting Rights

Holders of Series B Preferred Stock have no voting rights, except as follows:

• If distributions on our Series B Preferred Stock are due for six or more quarterly periods and remain unpaid, whether or not these quarterly periods are consecutive, holders of the Series B Preferred Stock, voting together as a single class with the holders of the Series C Preferred Stock and any other class or series of preferred stock which have similar voting rights that are exercisable, will be entitled to vote for the election of two additional directors (if not already elected by the holders of such other classes or series of parity voting preferred stock) to serve on our board of directors until all distribution arrearages have been paid.

• If the listing of the Series B Preferred Stock on the NYSE or another national securities exchange or market is not maintained for 180 consecutive days, until such listing default is cured, the holders of Series B Preferred Stock, voting together with the holders of any other class or series of preferred stock which have similar voting rights that are exercisable, will be entitled to elect up to two additional directors (if not already elected by reason of similar types of voting rights of the holders of the Series B Preferred Stock) to serve on our board of directors.

• In addition, the affirmative vote of the holders of at least two-thirds of the outstanding Series B Preferred Stock (voting as a separate class) is required for us to authorize, create or increase the authorized or issued amount of any class or series of our equity securities ranking senior to the outstanding Series B Preferred Stock as to distributions and amounts upon liquidation or to amend our charter (whether by merger, consolidation or otherwise), in a manner that materially and adversely affects the rights of the holders of the Series B Preferred Stock, unless the Series B Preferred Stock remains outstanding with its terms materially unchanged or, if the Corporation is not the surviving entity, the Series B Preferred Stock is exchanged for a security of the surviving entity with terms that are materially the same as the Series B Preferred Stock.

In any matter in which the holders of the Series B Preferred Stock are entitled to vote, each share of Series B Preferred Stock is entitled to one vote. If the holders of the Series B Preferred Stock and another series of preferred stock are entitled to vote together as a single class on any matter, the Series B Preferred Stock and the shares of the other class or series will have one vote for each $25.00 of liquidation preference. The two additional directors described above shall be elected by a plurality of the votes cast by the holders of the outstanding shares of Series B Preferred Stock when they have the voting rights set forth above (voting together as a single class with the holders of any class or series of preferred stock which have similar voting rights that are exercisable) in such election to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified or until such directors’ right to hold the office terminates, whichever occurs earlier.

Information Rights

During any period in which we are not subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act and any shares of Series B Preferred Stock are outstanding, we will (i) transmit by mail or other permissible means under the Exchange Act to all holders of Series B Preferred Stock as their names and addresses appear in our record books and without cost to such holders, copies of the annual reports on Form 10-K and quarterly reports on Form 10-Q that we would have been required to file with the SEC pursuant to Section 13 or Section 15(d) of the Exchange Act if we were subject thereto (other than any exhibits that would have been required) and (ii) within 15 days following written request, supply copies of such reports to any prospective holder of the Series B Preferred Stock. We will mail (or otherwise provide) the reports to the holders of Series B Preferred Stock within 15 days after the respective dates by which we would have been required to file such reports with the SEC if we were subject to Section 13 or Section 15(d) of the Exchange Act.

Restrictions on Ownership and Transfer

Our charter provides that no person or entity may beneficially own, or be deemed to own by virtue of the applicable constructive ownership provisions of the Code, more than 9.9% of the outstanding shares of our Common Stock. The articles supplementary designating the terms of the Series B Preferred Stock provide that the 9.9% ownership limitation applies to ownership of our Series B Preferred Stock as a separate class.

Any person who acquires or attempts to acquire beneficial or constructive ownership of Series B Preferred Stock that will or may violate the ownership limitation is required to give written notice immediately to us and provide us with such other information as we may request in order to determine the effect of such transfer on our REIT status.

If our Board of Directors or a committee thereof determines that a transfer or proposed transfer of the shares of Series B Preferred Stock violates or may violate the ownership limitation or certain other provisions of our charter prohibiting transfers that may have the effect of causing us to lose our REIT status, our Board of Directors or committee thereof is empowered to take any action it deems advisable to refuse to give effect to or to prevent such transfer, including (i) electing to purchase any shares owned by a person or group of affiliated persons in excess of the ownership limitations or (ii) refusing to transfer or issue shares to a person if an acquisition of shares by such person or group would result in such person or group exceeding these ownership limits or jeopardizing our status as a REIT. Any transfer of shares that would result in a person or group exceeding ownership limits or in our disqualification as a REIT is deemed void as of the date of such transfer. Our Board of Directors has the right to waive ownership limitations and excess share provisions of our charter and the articles supplementary designating the terms of the Series B Preferred Stock.

Listing

The Series B Preferred Stock is listed on the NYSE, under the symbol “CDR PrB”.

Registrar and Transfer Agent

American Stock Transfer & Trust Company, LLC is the registrar and transfer agent for the Series B Preferred Stock.

Description of the Series C Preferred Stock

Ranking

The Series C Preferred Stock, with respect to dividend rights and rights upon liquidation, dissolution or winding up, ranks:

(i) senior to our Common Stock and all other classes or series of our equity securities we may issue in the future, the terms of which specifically provide that such equity securities will rank junior to the Series C Preferred Stock;

(ii) on a parity with the Series B Preferred Stock and all other classes or series of our equity securities we may issue, the terms of which specifically provide that such equity securities rank on a parity with the Series C Preferred Stock; and

(iii) junior to all classes or series of equity securities we may issue the terms of which specifically provide that such equity securities rank senior to the Series C Preferred Stock.

The term “equity securities” does not include any convertible debt securities we may issue in the future.

Dividends

Holders of the Series C Preferred Stock are entitled to receive, when and as authorized by our board of directors, out of funds legally available for the payment of dividends, cumulative cash dividends at the rate of 6.50% of the liquidation preference per annum (equivalent to $1.625 per annum per share). Dividends on the Series C Preferred Stock accrue and are cumulative from, and including, the dividend payment date immediately preceding the date of issuance of the Series C Preferred Stock and are payable quarterly in arrears on the 20^th day of each February, May, August and November or, if not a business day, the next business day. Dividends payable on the Series C Preferred Stock for any partial period are computed on the basis of a 360-day year consisting of twelve 30-day months. We pay dividends to holders of record as they appear in our stock transfer books at the close of business on the applicable record date designated by our board of directors for the payment of dividends that is not more than 60 nor less than 10 days prior to the dividend payment date.

We do not authorize or pay any dividends on the Series C Preferred Stock or set aside funds for the payment of dividends if restricted or prohibited by law, or if the terms of any of our agreements, including agreements relating to our indebtedness or our other series of preferred stock, prohibit that authorization, payment or setting aside of funds or provide that the authorization, payment or setting aside of funds is a breach of or a default under that agreement. We are, and may in the future become, a party to agreements which restrict or prevent the payment of dividends on, or the purchase or redemption of, shares. These restrictions may include indirect covenants which require us to maintain specified levels of net worth or assets.

Notwithstanding the foregoing, dividends on the Series C Preferred Stock accrue whether or not we have earnings, whether or not there are funds legally available for the payment of dividends and whether or not dividends are authorized. Accrued but unpaid dividends on the Series C Preferred Stock do not bear interest, and holders of the Series C Preferred Stock are not entitled to any dividends in excess of full cumulative dividends as described above. All of our dividends on the Series C Preferred Stock, including any capital gain dividends, are credited first to the earliest accrued and unpaid dividend due.

We do not declare or pay any dividends (other than dividends in kind on our Common Stock or shares of any other class or series of our preferred stock that rank junior to the Series C Preferred Stock as to dividends), or set aside any funds for the payment of dividends, on shares of our Common Stock or shares of any other class or series of our preferred stock that rank on a parity with or junior to the Series C Preferred Stock as to dividends, including the Series B Preferred Stock, or redeem, purchase or otherwise acquire shares of our Common Stock or shares of any other class or series of our preferred stock that rank on a parity with or junior to the Series C Preferred Stock, including the Series B Preferred Stock, as to dividends (except by conversion into or exchange for our Common Stock or other shares ranking junior to the Series C Preferred Stock), unless we also have declared and either paid or set aside for payment full cumulative dividends on the Series C Preferred Stock for all past dividend periods (other than pro rata dividends as described below). This restriction does not limit our redemption, purchase or other acquisition of shares for the purposes of enforcing restrictions upon ownership and transfer of our equity securities contained in our charter (including the articles supplementary designating the terms of the Series C Preferred Stock) or for the purpose of preserving our status as a REIT for U.S. federal income tax purposes.

If dividends are not paid in full (or a sum sufficient for such full payment is not so set apart) upon the Series C Preferred Stock and any other class or series of our preferred stock ranking on a parity with the Series C Preferred Stock as to dividends, including the Series B Preferred Stock, all dividends declared upon the Series C Preferred Stock and such other class or series of preferred stock will be authorized pro rata so that the amount of dividends authorized per share of Series C Preferred Stock and per share of such other class or series of preferred stock (which will not include any accumulation in respect of unpaid dividends for prior dividend periods if such other class or series of preferred stock does not have a cumulative dividend) bear to each other. No interest, or sum of money in lieu of interest, will be payable in respect of any dividend payment or payments on the Series C Preferred Stock which may be in arrears.

Optional Redemption

At our option upon not less than 30 nor more than 60 days written notice, we may redeem the Series C Preferred Stock, in whole or in part, at any time or from time to time, at a redemption price of $25.00 per share, plus all accrued and unpaid dividends to, but not including, the date fixed for redemption.

We will mail to record holders of the Series C Preferred Stock a notice of redemption no fewer than 30 days nor more than 60 days before the redemption date. We will send the notice to the address shown on our stock transfer books. A failure to give notice of redemption or any defect in the notice or in its mailing will not affect the validity of the redemption of any share of Series C Preferred Stock except as to the holder to whom notice was defective. Each notice will state the following:

• the redemption date;

• the redemption price, including, without limitation, a statement as to whether or not accumulated but unpaid dividends will be payable as part of the redemption price, or payable on the next dividend payment date, to the record holder at the close of business on the relevant record date;

• the number of shares of Series C Preferred Stock to be redeemed;

• the place where the certificates (if any) for the Series C Preferred Stock are to be surrendered for payment; and

• that dividends on the shares to be redeemed will cease to accrue on the redemption date.

If we redeem fewer than all of the shares of Series C Preferred Stock held by any holder, the notice of redemption mailed to each stockholder will also specify the number of shares of Series C Preferred Stock that we will redeem from each stockholder. In this case, we will determine the number of shares of Series C Preferred Stock to be redeemed in accordance with the procedures of the Depositary Trust Company (“DTC”). Any redemption may be made conditional on such factors as may be determined by our board of directors and as set forth in the redemption notice. Unless full cumulative dividends on all shares of Series C Preferred Stock have been or contemporaneously are declared and either paid or set aside for payment for all past dividend periods, we generally may not redeem any Series C Preferred Stock unless we redeem all of the Series C Preferred Stock.

If we have given a notice of redemption and have set aside sufficient funds for the redemption in trust for the benefit of the holders of the shares of Series C Preferred Stock called for redemption, then, from and after the redemption date, those shares of Series C Preferred Stock will be treated as no longer outstanding, no further dividends will accrue and all other rights of the holders of those shares of Series C Preferred Stock will terminate. The holders of those shares of Series C Preferred Stock will retain their right to receive the redemption price for their shares and any accrued and unpaid dividends to, but not including, the redemption date.

The holders of shares of Series C Preferred Stock at the close of business on a dividend record date will be entitled to receive the dividend payable with respect to the Series C Preferred Stock on the corresponding payment date notwithstanding the redemption of the Series C Preferred Stock between such record date and the corresponding payment date or our default in the payment of the dividend due. Except as provided above, we will make no payment or allowance for unpaid dividends, whether or not in arrears, on Series C Preferred Stock to be redeemed.

The Series C Preferred Stock has no stated maturity and is not subject to any sinking fund or mandatory redemption provisions, except as provided under “— Restrictions on Ownership and Transfer” below.

Subject to applicable law, we may purchase Series C Preferred Stock in the open market, by tender or by private agreement. Any Series C Preferred Stock that we reacquire will be returned to the status of authorized but unissued preferred stock, without designation as to series until such shares are once more designated as part of a particular series by our board of directors.

Special Optional Redemption

Upon the occurrence of a Change of Control (as defined below), we may, at our option, redeem the Series C Preferred Stock, in whole or in part within 120 days after the first date on which such Change of Control occurred, by paying $25.00 per share, plus any accrued and unpaid dividends to, but not including, the date of redemption. If, prior to the Change of Control Conversion Date (as defined in “— Conversion Rights” below), we have provided or provide notice of redemption with respect to the Series C Preferred Stock (whether pursuant to our optional redemption right

or our special optional redemption right), the holders of Series C Preferred Stock will not have the conversion right described below under “— Conversion Rights”.

We will mail to record holders of the Series C Preferred Stock a notice of redemption no fewer than 30 days nor more than 60 days before the redemption date. We will send the notice to the address shown on our stock transfer books. A failure to give notice of redemption or any defect in the notice or in its mailing will not affect the validity of the redemption of any share of Series C Preferred Stock except as to the holder to whom notice was defective. Each notice will state the following:

• the redemption date;

• the redemption price, including, without limitation, a statement as to whether or not accumulated but unpaid dividends will be payable as part of the redemption price, or payable on the next dividend payment date, to the record holder at the close of business on the relevant record date;

• the number of shares of Series C Preferred Stock to be redeemed;

• the place where the certificates (if any) for the Series C Preferred Stock are to be surrendered for payment;

• that the Series C Preferred Stock is being redeemed pursuant to our special optional redemption right in connection with the occurrence of a Change of Control and a brief description of the transaction or transactions constituting such Change of Control;

• that the holders of the Series C Preferred Stock to which the notice relates will not be able to tender such Series C Preferred Stock for conversion in connection with the Change of Control and each share of Series C Preferred stock tendered for conversion that is selected, prior to the Change of Control Conversion Date, for redemption will be redeemed on the related date of redemption instead of converted on the Change of Control Conversion Date; and

• that dividends on the Series C Preferred Stock to be redeemed will cease to accrue on the redemption date.

If we redeem fewer than all of the outstanding shares of Series C Preferred Stock held by any holder, the notice of redemption mailed to each stockholder will also specify the number of shares of Series C Preferred Stock that we will redeem from each stockholder. In this case, we will determine the number of shares of Series C Preferred Stock to be redeemed in accordance with the procedures of DTC. Any such redemption may be made conditional on such factors as may be determined by the board of directors and as set forth in the notice.

Unless full cumulative dividends on all shares of Series C Preferred Stock have been or contemporaneously are declared and either paid or set apart for payment for all past dividend periods, no shares of Series C Preferred Stock will be redeemed unless all outstanding shares of Series C Preferred Stock are simultaneously redeemed. In addition, unless full cumulative dividends on all shares of Series C Preferred Stock have been or contemporaneously are declared and either paid or set apart for payment for all past dividend periods, we will not purchase or otherwise acquire directly or indirectly any shares of Series C Preferred Stock, any shares of our Common Stock or shares of any other class or series ranking junior to or on a parity with the Series C Preferred Stock as to dividends or upon liquidation (except by conversion into or exchange for shares of our equity securities ranking junior to the Series C Preferred Stock as to dividends and upon liquidation). These restrictions on redemptions, purchases and other acquisitions shall not prevent our redemption, purchase or acquisition of preferred stock of any series in order to ensure that we remain qualified as a REIT for U.S. federal income tax purposes, or the purchase or acquisition of Series C Preferred Stock pursuant to a purchase or exchange offer made on the same terms to all holders of the Series C Preferred Stock.

If we have given a notice of redemption and have set aside sufficient funds for the redemption in trust for the benefit of the holders of the Series C Preferred Stock called for redemption, then from and after the redemption date, those shares of Series C Preferred Stock will be treated as no longer being outstanding, no further dividends will accrue and all other rights of the holders of those shares of Series C Preferred Stock will terminate. The holders of those shares of Series C Preferred Stock will retain their right to receive the redemption price for their shares and any accrued and unpaid dividends through, but not including, the redemption date.

The holders of Series C Preferred Stock at the close of business on a dividend record date will be entitled to receive the dividend payable with respect to the Series C Preferred Stock on the corresponding payment date notwithstanding the redemption of the Series C Preferred Stock between such record date and the corresponding payment date or our default in the payment of the dividend due. Except as provided above, we will make no payment or allowance for unpaid dividends, whether or not in arrears, on Series C Preferred Stock to be redeemed.

For purposes of the special optional redemption and the Change of Control Conversion Rights described below, a “Change of Control” is when, after the date of original issuance of Series C Preferred Stock, the following has occurred and is continuing:

• the acquisition by any person, including any syndicate or group deemed to be a “person” under Section 13(d)(3) of the Exchange Act of beneficial ownership, directly or indirectly, through a purchase, merger or other acquisition transaction or series of purchases, mergers or other acquisition transactions of shares of our capital stock entitling that person to exercise more than 50% of the total voting power of our capital stock entitled to vote generally in elections of directors (except that such person will be deemed to have beneficial ownership of all securities that such person has the right to acquire, whether such right is currently exercisable or is exercisable only upon the occurrence of a subsequent condition), and (y) following the closing of any transaction referred to in clause (x), neither we nor the acquiring or surviving entity has a class of common securities (or ADRs representing such securities) listed on the NYSE, the NYSE American or NASDAQ, or listed or quoted on an exchange or quotation system that is a successor to the NYSE, the NYSE American or NASDAQ; or

• a change of control occurs pursuant to the provisions of any shareholder rights plan that may be adopted by the Company.

Conversion Rights

The Series C Preferred Stock is not convertible into or exchangeable for any property or other securities unless upon the occurrence of a Change of Control as described below.

Upon the occurrence of a Change of Control, each holder of Series C Preferred Stock will have the right, unless, prior to the Change of Control Conversion Date, we have provided or provide notice of our election to redeem the Series C Preferred Stock as described under “— Optional Redemption” or “— Special Optional Redemption”, to convert some or all of the Series C Preferred Stock held by such holder (the “Change of Control Conversion Right”), on the Change of Control Conversion Date into a number of shares of our Common Stock per share of Series C Preferred Stock (the “Common Stock Conversion Consideration”), equal to the lesser of:

• the quotient obtained by dividing (i) the sum of the $25.00 liquidation preference plus the amount of any accrued and unpaid dividends to, but not including, the Change of Control Conversion Date (unless the Change of Control Conversion Date is after a record date for the Series C Preferred Stock dividend payment and prior to the corresponding Series C Preferred Stock dividend payment date, in which case no additional amount for such accrued and unpaid dividend will be included in this sum) by (ii) the Common Stock Price; and

• 9.8814, (the “Stock Cap”), subject to the adjustments described below.

The Stock Cap is subject to pro rata adjustments for any stock splits (including those effected pursuant to a distribution of our Common Stock), subdivisions or combinations (in each case, a “Stock Split”) with respect to our Common Stock as follows: the adjusted Stock Cap as the result of a Stock Split will be the number of shares of our Common Stock that is equivalent to the product obtained by multiplying (i) the Stock Cap in effect immediately prior to such Stock Split by (ii) a fraction, the numerator of which is the number of shares of our Common Stock outstanding after giving effect to such Stock Split and the denominator of which is the number of shares of our Common Stock outstanding immediately prior to such Stock Split.

For the avoidance of doubt, subject to the immediately succeeding sentence, the aggregate number of shares of our Common Stock (or equivalent Alternative Conversion Consideration (as defined below), as applicable) issuable in connection with the exercise of the Change of Control Conversion Right (or equivalent Alternative Conversion Consideration, as applicable), will not exceed in total (or equivalent Alternative Conversion Consideration, as

applicable) (the “Exchange Cap”). The Exchange Cap is subject to pro rata adjustments for any Stock Splits on the same basis as the corresponding adjustment to the Stock Cap.

In the case of a Change of Control pursuant to which shares of our Common Stock will be converted into cash, securities or other property or assets (including any combination thereof) (the “Alternative Form Consideration”), a holder of Series C Preferred Stock will receive upon conversion of such Series C Preferred Stock the kind and amount of Alternative Form Consideration which such holder would have owned or been entitled to receive upon the Change of Control had such holder held a number of shares of our Common Stock equal to the Common Stock Conversion Consideration immediately prior to the effective time of the Change of Control (the “Alternative Conversion Consideration”), and the Common Stock Conversion Consideration or the Alternative Conversion Consideration, as may be applicable to a Change of Control (the “Conversion Consideration”).

If the holders of our Common Stock have the opportunity to elect the form of consideration to be received in the Change of Control, the consideration that the holders of the Series C Preferred Stock will receive will be the form and proportion of the aggregate consideration elected by the holders of our Common Stock who participate in the determination (based on the weighted average of elections) and will be subject to any limitations to which all holders of our Common Stock are subject, including, without limitation, pro rata reductions applicable to any portion of the consideration payable in the Change of Control.

We will not issue fractional shares of Common Stock upon the conversion of the Series C Preferred Stock. Instead, we will pay the cash value of such fractional shares.

Within 15 days following the occurrence of a Change of Control, we will provide to holders of Series C Preferred Stock a notice of occurrence of the Change of Control that describes the resulting Change of Control Conversion Right. This notice will state the following:

• the events constituting the Change of Control;

• the date of the Change of Control;

• the last date on which the holders of Series C Preferred Stock may exercise their Change of Control Conversion Right;

• the method and period for calculating the Common Stock Price;

• the Change of Control Conversion Date;

• that if, prior to the Change of Control Conversion Date, we have provided or provide notice of our election to redeem all or any portion of the Series C Preferred Stock, holders will not be able to convert Series C Preferred Stock and such shares will be redeemed on the related redemption date, even if such shares have already been tendered for conversion pursuant to the Change of Control Conversion Right;

• if applicable, the type and amount of Alternative Conversion Consideration entitled to be received per share of Series C Preferred Stock;

• the name and address of the paying agent and the conversion agent; and

• the procedures that the holders of Series C Preferred Stock must follow to exercise the Change of Control Conversion Right.

We will issue a press release and post a notice on our website, in any event prior to the opening of business on the first business day following any date on which we provide the notice described above to the holders of Series C Preferred Stock.

To exercise the Change of Control Conversion Right, the holder of Series C Preferred Stock will be required to deliver, on or before the close of business on the Change of Control Conversion Date, the certificates (if any) evidencing Series C Preferred Stock to be converted, duly endorsed for transfer, together with a written conversion notice completed, to our transfer agent. The conversion notice must state:

• the relevant Change of Control Conversion Date;

• the number of shares of Series C Preferred Stock to be converted; and

• that the Series C Preferred Stock is to be converted pursuant to the applicable provisions of the Series C Preferred Stock.

The “Change of Control Conversion Date” is the date the Series C Preferred Stock is to be converted, which will be a business day that is no fewer than 20 days nor more than 35 days after the date on which we provide the notice described above to the holders of Series C Preferred Stock.

The “Common Stock Price” will be: (i) the amount of cash consideration per share of Common Stock, if the consideration to be received in the Change of Control by the holders of our Common Stock is solely cash, or (ii) the average of the closing prices per share for our Common Stock on the NYSE for the ten consecutive trading days immediately preceding, but not including, the effective date of the Change of Control, if the consideration to be received in the Change of Control by the holders of our Common Stock is other than solely cash.

Holders of Series C Preferred Stock may withdraw any notice of exercise of a Change of Control Conversion Right (in whole or in part) by a written notice of withdrawal delivered to our transfer agent prior to the close of business on the business day prior to the Change of Control Conversion Date. The notice of withdrawal must state:

• the number of withdrawn shares of Series C Preferred Stock;

• if certificated Series C Preferred Stock have been issued, the certificate numbers of the withdrawn shares of Series C Preferred Stock; and

• the number of shares of Series C Preferred Stock, if any, which remain subject to the conversion notice.

Notwithstanding the foregoing, if the Series C Preferred Stock is held in global form, the conversion notice and/or the notice of withdrawal, as applicable, must comply with applicable procedures of DTC.

Series C Preferred Stock as to which the Change of Control Conversion Right has been properly exercised and for which the conversion notice has not been properly withdrawn will be converted into the applicable Conversion Consideration in accordance with the Change of Control Conversion Right on the Change of Control Conversion Date, unless prior to the Change of Control Conversion Date we have provided or provide notice of our election to redeem such Series C Preferred Stock, whether pursuant to our optional redemption right or our special optional redemption right. If we elect to redeem Series C Preferred Stock that would otherwise be converted into the applicable Conversion Consideration on a Change of Control Conversion Date, such Series C Preferred Stock will not be so converted and the holders of such shares will be entitled to receive on the applicable redemption date $25.00 per share, plus any accrued and unpaid dividends thereon to, but not including, the redemption date, in accordance with our optional redemption right or special optional redemption right. See “— Optional Redemption” and “— Special Optional Redemption” above.

We will deliver amounts owing upon conversion no later than the third business day following the Change of Control Conversion Date.

We will comply with all U.S. federal and state securities laws and stock exchange rules in connection with any conversion of Series C Preferred Stock into shares of our Common Stock. Notwithstanding any other provisions of the Series C Preferred Stock, no holder of Series C Preferred Stock will be entitled to convert such Series C Preferred Stock into shares of our Common Stock to the extent that receipt of such Common Stock would cause such holder (or any other person) to exceed the share ownership limits contained in our charter and our articles supplementary setting forth the terms of the Series C Preferred Stock, unless we provide an exemption from this limitation for such holder. See “— Restrictions on Ownership and Transfer” below.

Except as provided above in connection with a Change of Control, the Series C Preferred Stock is not convertible into or exchangeable for any other securities or property.

Liquidation Rights

Upon any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of shares of Series C Preferred Stock are entitled to be paid out of our assets that are legally available for distribution to our stockholders (after payment or provision for payment of all of our debts and other liabilities) the sum of (a) the liquidation preference of $25.00 per share and (b) an amount equal to any accrued and unpaid dividends (whether or not declared) to the date of payment, before any distribution of assets is made to holders of our Common Stock or shares of any class or series of our preferred stock that we may issue that ranks junior to the Series C Preferred Stock as to liquidation rights.

In the event that, upon any such voluntary or involuntary liquidation, dissolution or winding up, our available assets are insufficient to pay the amount of the liquidating distributions on all outstanding shares of Series C Preferred Stock and the corresponding amounts payable on all shares of other classes or series of our capital stock ranking on a parity with the Series C Preferred Stock as to liquidation rights, including the Series B Preferred Stock, then the holders of the Series C Preferred Stock and all other such classes or series of capital stock shall share ratably in any such distribution of assets in proportion to the full liquidating distributions to which they would otherwise be respectively entitled.

Holders of Series C Preferred Stock will be entitled to written notice of any such liquidation, dissolution or winding up. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Series C Preferred Stock will have no right or claim to any of our remaining assets. The consolidation or merger of us with or into any other corporation, trust or entity or of any other corporation with or into us, a statutory share exchange by us or the sale, lease or conveyance of all or substantially all of our assets or business shall not be deemed to constitute a liquidation, dissolution or winding up of us.

Voting Rights

Holders of Series C Preferred Stock have no voting rights, except as follows:

• If dividends on our Series C Preferred Stock are due for six or more quarterly periods and remain unpaid, whether or not these quarterly periods are consecutive, holders of the Series C Preferred Stock, voting together as a single class with the holders of the Series B Preferred Stock and any other class or series of preferred stock which have similar voting rights that are exercisable, will be entitled to vote for the election of two additional directors (if not already elected by the holders of such other classes or series of parity voting preferred stock) to serve on our board of directors until all dividend arrearages have been paid.

• In addition, the affirmative vote of the holders of at least two-thirds of the outstanding Series C Preferred Stock (voting as a separate class) is required for us to authorize, create or increase the authorized or issued amount of any class or series of our equity securities ranking senior to the outstanding Series C Preferred Stock as to dividends and amounts upon liquidation or to amend our charter (whether by merger, consolidation or otherwise), in a manner that materially and adversely affects the rights of the holders of the Series C Preferred Stock, unless the Series C Preferred Stock remains outstanding with its terms materially unchanged or, if the Corporation is not the surviving entity, the Series C Preferred Stock is exchanged for a security of the surviving entity with terms that are materially the same as the Series C Preferred Stock.

In any matter in which the holders of the Series C Preferred Stock are entitled to vote, each share of Series C Preferred Stock is entitled to one vote. If the holders of the Series C Preferred Stock and another series of preferred stock are entitled to vote together as a single class on any matter, the Series C Preferred Stock and the shares of the other class or series will have one vote for each $25.00 of liquidation preference. The two additional directors described above shall be elected by a plurality of the votes cast by the holders of the outstanding shares of Series C Preferred Stock when they have the voting rights set forth above (voting together as a single class with the holders of any class or series of preferred stock which have similar voting rights that are exercisable) in such election to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified or until such directors’ right to hold the office terminates, whichever occurs earlier.

Holders of shares of Series C Preferred Stock vote on any matters on which holders of Series C Preferred Stock are entitled to vote as a single class with all other issued and outstanding shares of Series C Preferred Stock.

Information Rights

During any period in which we are not subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act and any shares of Series C Preferred Stock are outstanding, we will (i) transmit by mail or other permissible means under the Exchange Act to all holders of Series C Preferred Stock as their names and addresses appear in our record books and without cost to such holders, copies of the annual reports on Form 10-K and quarterly reports on Form 10-Q that we would have been required to file with the SEC pursuant to Section 13 or Section 15(d) of the Exchange Act if we were subject thereto (other than any exhibits that would have been required) and (ii) within 15 days following written request, supply copies of such reports to any prospective holder of the Series C Preferred Stock. We will mail (or otherwise provide) the reports to the holders of Series C Preferred Stock within 15 days after the respective dates by which we would have been required to file such reports with the SEC if we were subject to Section 13 or Section 15(d) of the Exchange Act.

Restrictions on Ownership and Transfer

Our charter provides that no person or entity may beneficially own, or be deemed to own by virtue of the applicable constructive ownership provisions of the Code, more than 9.9% of the outstanding shares of our Common Stock. The articles supplementary designating the terms of the Series C Preferred Stock provide that the 9.9% ownership limitation applies to ownership of our Series C Preferred Stock as a separate class.

Any person who acquires or attempts to acquire beneficial or constructive ownership of Series C Preferred Stock that will or may violate the ownership limitation is required to give written notice immediately to us and provide us with such other information as we may request in order to determine the effect of such transfer on our REIT status.

If our Board of Directors or a committee thereof determines that a transfer or proposed transfer of the shares of Series C Preferred Stock violates or may violate the ownership limitation or certain other provisions of our charter prohibiting transfers that may have the effect of causing us to lose our REIT status, our Board of Directors or committee thereof is empowered to take any action it deems advisable to refuse to give effect to or to prevent such transfer, including (i) electing to purchase any shares owned by a person or group of affiliated persons in excess of the ownership limitations or (ii) refusing to transfer or issue shares to a person if an acquisition of shares by such person or group would result in such person or group exceeding these ownership limits or jeopardizing our status as a REIT. Any transfer of shares that would result in a person or group exceeding ownership limits or in our disqualification as a REIT is deemed void as of the date of such transfer. Our Board of Directors has the right to waive ownership limitations and excess share provisions of our charter and the articles supplementary designating the terms of the Series C Preferred Stock.

Listing

The Series C Preferred Stock is listed on the NYSE, under the symbol “CDR PrC”.

Registrar and Transfer Agent

American Stock Transfer & Trust Company, LLC is the registrar and transfer agent for the Series C Preferred Stock.

Material Provisions of Maryland Law and our Charter and Bylaws

Number of Directors; Vacancies

Our charter provides that the number of directors will be set only by the board of directors in accordance with our bylaws. Our bylaws provide that a majority of our entire board of directors may at any time increase or decrease the number of directors. However, the number of directors may never be less than three.

Whenever any vacancy occurs on the board of directors by reason of death, resignation, removal, or increase in the authorized number of directors, or otherwise, it may be filled by the board of directors or by the stockholders at a special meeting of the stockholders called for that purpose.

Annual Elections; Majority Voting

Each of our directors will be elected by our stockholders to serve until our next annual meeting of stockholders and until his or her successor is duly elected and qualifies. Our bylaws provide for majority voting in uncontested director elections. Pursuant to our bylaws, in a contested election, directors are elected by a plurality of all of the votes cast in the election of directors, and in an uncontested election, a director is elected if he or she receives more votes for his or her election than votes against his or her election.

Removal of Directors

Our charter provides that, subject to the rights, if any, of holders of any class or series of preferred stock to elect or remove one or more directors, a director may be removed only for cause, and then only by the affirmative vote of at least a majority of the votes entitled to be cast generally in the election of directors. “Cause” is defined in our charter to mean the willful and continuous failure of a director to substantially perform such director’s duties (other than any such failure resulting from temporary incapacity due to physical or mental illness) or the willful engaging by a director in gross misconduct materially and demonstrably injurious to the corporation.

Calling of Special Meetings of Stockholders

Our bylaws provide that special meetings of stockholders may be called by our chairman of the board. Additionally, our bylaws provide that, subject to the satisfaction of certain procedural and informational requirements by the stockholders requesting the meeting, a special meeting of stockholders to act on any matter that may properly be considered at a meeting of stockholders shall be called by the chairman of the board or the secretary of the corporation upon the written request of (x) a majority of the directors or (y) the holders of 25 percent or more of all the votes entitled to be cast on such matter at such meeting.

Business Combinations

The MGCL provides that “business combinations” between a Maryland corporation and an interested stockholder or an affiliate of an interested stockholder are prohibited for five years after the most recent date on which the interested stockholder becomes an interested stockholder. These business combinations include a merger, consolidation, share exchange, or, in circumstances specified in the statute, an asset transfer or issuance or reclassification of equity securities. An interested stockholder is defined as:

• any person who beneficially owns 10% or more of the voting power of the corporation’s voting stock; or

• an affiliate or associate of the corporation who, at any time within the two-year period immediately prior to the date in question, was the beneficial owner, directly or indirectly, of 10% or more of the voting power of the then outstanding stock of the corporation.

After the five-year prohibition, any business combination between the Maryland corporation and an interested stockholder generally must be recommended by the board of directors of the corporation and approved by two super-majority stockholder votes, unless, among other conditions, the holders of the corporation’s common stock receive a minimum price, as defined by Maryland law, for their shares and the consideration is received in cash or in the same form as previously paid by the interested stockholder for its shares. None of these provisions of Maryland law will apply, however, to business combinations that are approved or exempted by the board of directors of the corporation before the time that the interested stockholder becomes an interested stockholder. Furthermore, a person is not an interested stockholder if the transaction by which he or she would otherwise have become an interested stockholder is approved in advance by the board of directors.

As permitted by Maryland law, our charter contains an election exempting any business combinations between us and any other person or entity from the business combination provisions of the MGCL and, consequently, the five-year prohibition and the supermajority vote requirements will not apply to business combinations between us and any person as described above. As a result, any person described above may be able to enter into business combinations with us that may not be in the best interest of our stockholders without compliance by our company with the supermajority vote requirements and other provisions of the statute.

Control Share Acquisitions

The MGCL provides that the acquirer of certain levels of voting power in electing directors of a Maryland corporation (one-tenth or more, but less than one-third, one-third or more but less than a majority, and a majority or more) is not entitled to vote the shares in excess of the applicable threshold unless voting rights for the shares are approved at a meeting by holders of two-thirds of the votes entitled to be cast on the matter, excluding shares of stock owned by the acquiror or by an officer or director of the corporation who is an employee of the corporation, or unless the acquisition of the shares has been specifically or generally approved or exempted from the statute by a provision in the corporation’s charter or bylaws adopted before the acquisition of the shares.

As permitted by Maryland law, our charter contains an election exempting from the control share acquisition statute any and all acquisitions by any person of shares of our stock.

Appraisal Rights

The MGCL provides that stockholders may exercise appraisal right, subject to certain exceptions, including if appraisal rights are eliminated under a company’s charter or if the company’s common stock is listed on a national securities exchange.  Because the Common Stock is listed on the NYSE, our stockholders will not be entitled to exercise appraisal rights in the event of our consolidation, merger, transfer or business combination, the acquisition of the stockholder’s stock in a share exchange, amendment of our charter in a way that substantially adversely affects the stockholders’ rights, or our conversion to a different form of entity.

Subtitle 8

Under Subtitle 8 of Title 3 of the MGCL, a Maryland corporation with a class of equity securities registered under the Exchange Act and at least three directors who are not officers or employees of the corporation, and who are not affiliated with a person who is seeking to acquire control of the corporation, may elect to be subject, by provision in its charter or bylaws or a resolution of its board of directors and notwithstanding any contrary provision in the charter or bylaws, to any or all of the following five provisions:

• a classified board requirement;

• a two-thirds vote requirement for removing a director;

• a requirement that the number of directors be fixed only by vote of the board of directors;

• a requirement that a vacancy on the board be filled only by the affirmative vote of a majority of the remaining directors and for the remainder of the full term of the class of directors in which the vacancy occurred and until a successor is elected and qualifies; or

• a requirement for the calling of a special meeting of stockholders only at the written request of stockholders entitled to cast at least a majority of the votes entitled to be cast at the meeting.

We have not elected to create a classified board; however, our board of directors may elect in the future, without stockholder approval, to create a classified board or elect to be subject to one or more of the other provisions of Subtitle 8.

Amendments to Our Charter and Bylaws

Other than amendments permitted to be made without stockholder approval under Maryland law or by a specific provision in our charter, our charter may be amended only if such amendment is declared advisable by our board of directors and approved by the affirmative vote of stockholders entitled to cast two-thirds of all of the votes entitled to be cast on the matter. Our board of directors, without stockholder approval, has the power under our charter to amend our charter from time to time to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that we are authorized to issue, to authorize us to issue authorized but unissued shares of our common stock or preferred stock and to classify any unissued shares of our preferred stock, or reclassify any unissued shares of our common stock or preferred stock, into one or more classes or series of stock and set the terms of such newly classified or reclassified shares.

Our board of directors may amend or repeal our bylaws or adopt new by laws.  In addition, stockholders, by the affirmative vote of a majority of all votes entitled to be cast on the matter, may amend or repeal our bylaws or adopt new bylaws, provided, that stockholders may not alter or repeal the section of our bylaws providing for director, officer and employee indemnification or the provisions relating to amendment of the bylaws, in either case without the approval of our board of directors

Transactions Outside the Ordinary Course of Business

We generally may not merge with or into or consolidate with another company, sell all or substantially all of our assets or engage in a statutory share exchange or convert unless such transaction is declared advisable by our board of directors and approved by the affirmative vote of stockholders entitled to cast a majority of all of the votes entitled to be cast on the matter.

Anti-Takeover Effect of Certain Provisions of Maryland Law and of Our Charter and Bylaws

The provisions of the MGCL, our charter and our bylaws described above including, among others, and the restrictions on ownership and transfer of our stock, could delay, defer or prevent a transaction or a change of control of our company that might involve a premium price for holders of our common stock or otherwise be in their best interests.

Indemnification and Limitation of Directors’ and Officers’ Liability

Our charter and bylaws provide for indemnification of directors and officers to the fullest extent permitted by Maryland law.

The MGCL generally permits indemnification of any director or officer with respect to any proceedings unless it is established that: (a) the act or omission of the director or officer was material to the matter giving rise to the proceeding and was either (i) committed in bad faith or (ii) the result of active and deliberate dishonesty; (b) the director or officer actually received an improper personal benefit in money, property or services; or (c) in the case of a criminal proceeding, the director or officer had reasonable cause to believe that the act or omission was unlawful. The indemnity may include judgments, penalties, fines, settlements, and reasonable expenses actually incurred by the director or officer in connection with the proceedings. However, a corporation may not indemnify a director or officer who shall have been adjudged to be liable to the corporation, or who instituted a proceeding against the corporation (unless such proceeding was brought to enforce the indemnification provisions of the MGCL, or the charter, bylaws, a resolution of the board of directors of the corporation or an agreement approved by the board of directors). In addition, a director may not be indemnified under the MGCL in respect of any proceeding charging improper personal benefit to the director, whether or not involving action in the director’s official capacity, in which the director was adjudged to be liable on the basis that personal benefit was improperly received. The termination of any proceeding by judgment, order or settlement does not create a presumption that the director or officer did not meet the requisite standard of conduct required for permitted indemnification. The termination of any proceeding by conviction, or plea of nolo contendere or its equivalent, or an entry of an order of probation prior to judgment, creates a rebuttable presumption that the director or officer did not meet that standard of conduct. A director or officer who has been successful on the merits or otherwise, in the defense of any proceeding referred to above shall be indemnified against any reasonable expenses incurred by the director or officer in connection with the proceeding.

We have also entered into indemnity agreements with several of our officers and directors that provide that we will, subject to certain conditions, pay on behalf of the indemnified party any amount which the indemnified party is or becomes legally obligated to pay because of any act or omission or neglect or breach of duty, including any actual or alleged error or misstatement or misleading statement, which the indemnified party commits or suffers while acting in the capacity as an officer or director. Once an initial determination is made by the registrant that a director or officer did not act in bad faith or for personal benefit, the indemnification provisions contained in the charter, bylaws, and indemnity agreements would require us to advance any reasonable expenses incurred by the director or officer, and to pay the costs, judgments, and penalties determined against a director or officer in a proceeding brought against them.

Insofar as the foregoing provisions permit indemnification of directors, officers or persons controlling us for liability arising under the Securities Act, we have been informed that in the opinion of the SEC, this indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.

EX-21.1

Exhibit 21.1

CEDAR REALTY TRUST, INC.
SUBSIDIARIES OF THE REGISTRANT
Entity	Jurisdiction
1100R S. Christopher Columbus, LLC	Delaware
Academy Plaza L.L.C 1	Delaware
Academy Plaza L.L.C. 2	Delaware
Bloomfield Center Urban Renewal, LLC	New Jersey
Cedar 2129 Oregon Avenue, LLC	Delaware
Cedar 301 40th Street NE, LLC	Delaware
Cedar-Acquisition 6, LLC	Delaware
Cedar-Bethel, LLC	Delaware
Cedar Brickyard, LLC	Delaware
Cedar Brickyard II, LLC	Delaware
Cedar-Bristol, LLC	Delaware
Cedar-Campbelltown, LLC	Delaware
Cedar-Camp Hill, LLC	Delaware
Cedar Camp Hill GP, LLC	Delaware
Cedar-Carll’s Corner, LLC	Delaware
Cedar Carmans, LLC	Delaware
Cedar Center Holdings L.L.C. 3	Delaware
Cedar Christina Crossing, LLC	Delaware
Cedar Dubois, LLC	Delaware
Cedar East River Park, LLC	DC, DE
Cedar-Elmhurst, LLC	Delaware
Cedar-Fairview Commons, LLC	Delaware
Cedar-Fieldstone SPE, LLC	Delaware
Cedar-Fieldstone Marketplace, LP	Delaware
Cedar-FL, LLC	Delaware
Cedar-Fort Washington LLC	Delaware
Cedar-Franklin Village 2 LLC	Delaware
Cedar-GD LLC	Delaware
Cedar Girard Plaza LLC	Delaware
Cedar-Glen Allen UK, LLC	Delaware
Cedar-Glenwood Holding, LLC	Delaware
Cedar Golden Triangle, LLC	Delaware
Cedar-Groton, LLC	Delaware
Cedar Halifax III, LLC	Delaware
Cedar Halifax II, LLC	Delaware
Cedar-Halifax Land, LLC	Delaware
Cedar Hamburg, LLC	Delaware
Cedar-Hamilton, LLC	Delaware
Cedar Hyattsville Holding, LLC	Delaware

Entity	Jurisdiction
Cedar-Hyattsville, LLC	Delaware
Cedar-Jordan Lane, LLC	Delaware
Cedar-Kings, LLC	Delaware
Cedar-Kutztown, LLC	Delaware
Cedar Lawndale, LLC	Delaware
Cedar Lender LLC	Delaware
Cedar Meadows Marketplace GP, LLC	Delaware
Cedar Meadows Marketplace LP, LLC	Delaware
Cedar-Meadows Marketplace, LP	Delaware
Cedar-Metro Square I, LLC	Delaware
Cedar-Metro Square II, LLC	Delaware
Cedar-New London SPE, LLC	Delaware
Cedar-Norwood, LLC	Delaware
Cedar Oakland Mills, LLC	Delaware
Cedar-Oak Ridge, LLC	Delaware
Cedar-Palmyra, LLC	Delaware
Cedar-PC Annex, LLC	Delaware
Cedar-PC Plaza, LLC	Delaware
Cedar PCP-New London, LLC	Delaware
Cedar PCP-San Souci, LLC	Delaware
Cedar Penn Square Tavern, LLC	Delaware
Cedar-Point Limited Partner, LLC	Delaware
Cedar Quartermaster Holding, LLC	Delaware
Cedar Quartermaster, LLC	Delaware
Cedar Quartermaster II, LLC	Delaware
Cedar Quartermaster III, LLC	Delaware
Cedar Quartermaster IV, LLC	Delaware
Cedar-Revere LLC	Delaware
Cedar-Riverview LLC	Delaware
Cedar-Riverview LP	Pennsylvania
Cedar-San Souci SPE, LLC	Delaware
Cedar-Second Member LLC	Delaware
Cedar-Senator Square, LLC	Delaware
Cedar Realty Trust Partnership, L.P.	Delaware
Cedar Southington Plaza, LLC	Delaware
Cedar-South Philadelphia II, LLC	Delaware
Cedar-South Philadelphia I, LLC	Delaware
Cedar-Timpany, LLC	Delaware
Cedar-Trexler Hamilton, LLC	Delaware
Cedar-Trexler, LLC	Delaware
Cedar-Trexler Plaza 2, LLC	Delaware
Cedar-Trexler Plaza 3, LLC	Delaware

Entity	Jurisdiction
Cedar-Trexler SPE, LLC	Delaware
Cedar-Valley Plaza LLC	Delaware
Cedar-WAM EPHRATA, LLC	Delaware
Cedar-Yorktowne, LLC	Delaware
CIF-Fairport Associates, LLC	Delaware
CIF Halifax Plaza Associates, LLC	Delaware
CIF Loyal Plaza Associates Corp.	Delaware
CIF-Newport Plaza Associates, LLC	Delaware
CIF-Pine Grove Pad Associates LLC	Delaware
CIF-Pine Grove Plaza Associates LLC	Delaware
Coliseum FF, LLC	Virginia
CSC Colonial Commons GP LLC	Delaware
CSC Colonial Commons Holdings LLC	Delaware
CSC Colonial Commons LLC	Delaware
CSC Colonial Commons Partnership, L.P.	Delaware
CSC Colonial Commons Subtenant Holdings LLC	Delaware
CSC Colonial Commons Subtenant LLC	Delaware
CSC Franklin Village GP LLC	Delaware
CSC Franklin Village LP	Delaware
CSC-Riverview LLC	Delaware
EE SERVICES, LLC	Delaware
Fairport Associates, L.P.	Delaware
Fort Washington Fitness, L.P.	Delaware
Gold Star Plaza Associates	Pennsylvania
Gold Star Realty, Inc.	Pennsylvania
Greentree Road L.L.C. 1	Delaware
Greentree Road L.L.C. 2	Delaware
Halifax Plaza Associates, L.P.	Delaware
Hamilton FC Associates, L.P.	Pennsylvania
Lawndale III, LLC	Delaware
Lawndale II, LP	Delaware
Lawndale I, LP	Delaware
Newport Plaza Associates, L.P.	Delaware
Oakland Mills Business Trust	Maryland
Pine Grove Pad Associates, LLC	Delaware
Pine Grove Plaza Associates, LLC	Delaware
Port Richmond L.L.C. 1	Delaware
Port Richmond L.L.C. 2	Delaware
Selbridge Corp.	Delaware
Selbridge Property Holding Co, L.L.C.	Pennsylvania
Silver Circle Management Corp.	Delaware
Swede Square Associates II, LP	Delaware

Entity	Jurisdiction
Swede Square Associates LLC	Delaware
Swede Square Holdings LLC	Delaware
Swede Square DE LLC	Delaware
The Point Shopping Center LLC	Delaware
Virginia General Booth LLC	Virginia
Virginia Kempsville LLC	Virginia
Virginia Suffolk LLC	Virginia
Washington Center L.L.C. 1	Delaware
Washington Center L.L.C. 2	Delaware

EX-23.1

EXHIBIT 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

(1) Registration Statement (Form S-3 No. 333-164715) of Cedar Realty Trust, Inc.,

(2) Registration Statement (Form S-3 No. 333-203667) of Cedar Realty Trust, Inc.,

(3) Registration Statement (Form S-8 No. 333-183205) pertaining to the 2012 Stock Incentive Plan of Cedar Realty Trust, Inc.,

(4) Registration Statement (Form S-8 No. 333-217664) pertaining to the 2017 Stock Incentive Plan of Cedar Realty Trust, Inc., and

(5) Registration Statement (Form S-8 No. 333-235866) pertaining to an amendment to the 2017 Stock Incentive Plan of Cedar Realty Trust, Inc.

of our reports dated February 13, 2020, with respect to the consolidated financial statements and schedule of Cedar Realty Trust, Inc. and the effectiveness of internal control over financial reporting of Cedar Realty Trust, Inc. included in this Annual Report (Form 10-K) of Cedar Realty Trust, Inc. for the year ended December 31, 2019.

/s/ ERNST & YOUNG LLP

New York, New York

February 13, 2020

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Bruce J. Schanzer, certify that:

1. I have reviewed this Annual Report on Form 10-K of Cedar Realty Trust, Inc. (the “Company” or “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 controls 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.

Date: February 13, 2020

/s/ BRUCE J. SCHANZER

Bruce J. Schanzer, Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Philip R. Mays, certify that:

1. I have reviewed this Annual Report on Form 10-K of Cedar Realty Trust, Inc. (the “Company” or “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 controls 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.

Date: February 13, 2020

/s/ PHILIP R. MAYS

Philip R. Mays

Executive Vice President, Chief Financial Officer and Treasurer

EX-32.1

Exhibit 32.1

CERTIFICATION

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Bruce J. Schanzer, Chief Executive Officer of Cedar Realty Trust, Inc. (the “Company”), pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, do hereby certify, to the best of my knowledge, as follows:

1. The Annual Report on Form 10-K of the Company for the year ended December 31, 2019 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in such Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

IN WITNESS WHEREOF, I have executed this Certification this 13^th day of February, 2020.

/s/ BRUCE J. SCHANZER

Bruce J. Schanzer, Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Philip R. Mays, Chief Financial Officer of Cedar Realty Trust, Inc. (the “Company”), pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, do hereby certify, to the best of my knowledge, as follows:

1. The Annual Report on Form 10-K of the Company for the year ended December 31, 2019, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in such Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

IN WITNESS WHEREOF, I have executed this Certification this 13^th day of February, 2020.

/s/ PHILIP R. MAYS

Philip R. Mays

Executive Vice President, Chief Financial Officer and Treasurer

XML

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
REVENUES
Total revenues	$ 144,083,000	$ 152,020,000	$ 146,008,000
EXPENSES
Operating, maintenance and management	27,593,000	27,771,000	24,752,000
Real estate and other property-related taxes	20,754,000	20,123,000	19,577,000
General and administrative	18,804,000	16,915,000	16,907,000
Acquisition pursuit costs			156,000
Depreciation and amortization	45,861,000	40,053,000	40,115,000
Total expenses	113,012,000	104,862,000	101,507,000
OTHER
Gain on sales	2,942,000	4,864,000	7,099,000
Impairment charges	(8,938,000)	(20,689,000)	(9,538,000)
Total other	(5,996,000)	(15,825,000)	(2,439,000)
OPERATING INCOME	25,075,000	31,333,000	42,062,000
NON-OPERATING INCOME AND EXPENSES
Interest expense	(23,509,000)	(22,146,000)	(22,199,000)
Early extinguishment of debt costs		(4,829,000)	(210,000)
Total non-operating income and expenses	(23,509,000)	(26,975,000)	(22,409,000)
NET INCOME	1,566,000	4,358,000	19,653,000
Net (income) loss attributable to noncontrolling interests:
Minority interests in consolidated joint ventures	(547,000)	(497,000)	(523,000)
Limited partners' interest in Operating Partnership	57,000	28,000	13,000
Total net (income) attributable to noncontrolling interests	490,000	469,000	510,000
NET INCOME ATTRIBUTABLE TO CEDAR REALTY TRUST, INC.	1,076,000	3,889,000	19,143,000
Preferred stock dividends	(10,752,000)	(10,863,000)	(13,652,000)
Preferred stock redemption costs		(3,507,000)	(7,890,000)
NET (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$ (9,676,000)	$ (10,481,000)	$ (2,399,000)
NET (LOSS) PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS (BASIC AND DILUTED):	$ (0.12)	$ (0.13)	$ (0.04)
Weighted average number of common shares - basic and diluted	86,341,000	88,420,000	84,168,000
Rental Revenues [Member]
REVENUES
Total revenues	$ 142,719,000	$ 147,236,000	$ 144,496,000
Other [Member]
REVENUES
Total revenues	$ 1,364,000	$ 4,784,000	$ 1,512,000

XML

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Schedule of Calculation of Numerator and Denominator in Earnings Per Share

The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the 2019, 2018 and 2017, respectively:

	Years ended December 31,
	2019			2018			2017
Numerator
Net income	$	1,566,000		$	4,358,000		$	19,653,000
Preferred stock dividends		(10,752,000	)		(10,863,000	)		(13,652,000	)
Preferred stock redemptions costs		-			(3,507,000	)		(7,890,000	)
Net (income) attributable to noncontrolling interests		(490,000	)		(469,000	)		(510,000	)
Net earnings allocated to unvested shares		(558,000	)		(628,000	)		(754,000	)
Net (loss) attributable to vested common shares	$	(10,234,000	)	$	(11,109,000	)	$	(3,153,000	)
Denominator
Weighted average number of vested common shares outstanding, basic and diluted		86,341,000			88,420,000			84,168,000
Net (loss) per common share attributable to common shareholders, basic and diluted	$	(0.12	)	$	(0.13	)	$	(0.04	)

XML

Receivables (Tables)

12 Months Ended

Dec. 31, 2019

Receivables [Abstract]

Components of Receivables

Receivables at December 31, 2019 and 2018 are composed of the following:

	December 31,
	2019		2018
Rents and other receivables, net	$	5,061,000	$	4,443,000
Mortgage note receivable (a)		3,500,000		3,500,000
Straight-line rents, net		13,603,000		14,034,000
	$	22,164,000	$	21,977,000

(a) See “Note 3 – Real Estate - 2018 Shopping Center Acquisition” for further disclosure.

XML

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2019

Commitments And Contingencies Disclosure [Abstract]

Summary of Reconciliation of Undiscounted Future Minimum Lease Payments for its Ground Lease and Executive Office Lease Agreements to Right-of-Use Liabilities

The following table represents a reconciliation of the Company’s undiscounted future minimum lease payments for its ground lease and executive office lease agreements applicable to right-of-use liabilities as of December 31, 2019:

2020	$	1,095,000
2021		956,000
2022		955,000
2023		956,000
2024		956,000
Thereafter		29,511,000
Total undiscounted future minimum lease payments		34,429,000
Future minimum lease payments, discount		(20,651,000	)
Right-of-use liabilities	$	13,778,000

XML

Business and Organization

12 Months Ended

Dec. 31, 2019

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Business and Organization

Note 1. Business and Organization

Cedar Realty Trust, Inc. (the "Company") is a real estate investment trust ("REIT") that focuses primarily on ownership, operation and redevelopment of grocery-anchored shopping centers in high-density urban markets from Washington, D.C. to Boston. At December 31, 2019, the Company owned and managed a portfolio of 56 operating properties (excluding properties “held for sale”).

Cedar Realty Trust Partnership, L.P. (the "Operating Partnership") is the entity through which the Company conducts substantially all of its business and owns (either directly or through subsidiaries) substantially all of its assets. At December 31, 2019, the Company owned a 99.4% general and limited partnership interest in, and was the sole general partner of, the Operating Partnership. The limited partners’ interest in the Operating Partnership (0.6% at December 31, 2019) is represented by partnership units in the Operating Partnership (“OP Units”). The carrying amount of such interest is adjusted at the end of each reporting period to an amount equal to the limited partners’ ownership percentage of the Operating Partnership’s net equity. The 537,000 OP Units are economically equivalent to the Company’s common stock. The holders of OP Units have the right to exchange their OP Units for the same number of shares of the Company’s common stock or, at the Company’s option, for cash. Unless specifically noted otherwise, all references to OP Units exclude limited partnership units held by the Company.

As used herein, the "Company" refers to Cedar Realty Trust, Inc. and its subsidiaries on a consolidated basis, including the Operating Partnership or, where the context so requires, Cedar Realty Trust, Inc. only. 

XML

Commitments and Contingencies

12 Months Ended

Dec. 31, 2019

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 10. Commitments and Contingencies

The Company is a party to certain legal actions arising in the normal course of business. Management does not expect there to be adverse consequences from these actions that would be material to the Company’s consolidated financial statements.

Under various federal, state, and local laws, ordinances, and regulations, an owner or operator of real estate may be required to investigate and clean up hazardous or toxic substances, or petroleum product releases, at its properties. The owner may be liable to governmental entities or to third parties for property damage, and for investigation and cleanup costs incurred by such parties in connection with any contamination. Generally, the Company’s tenants must comply with environmental laws and meet any remediation requirements. In addition, leases typically impose obligations on tenants to indemnify the Company from any compliance costs the Company may incur as a result of environmental conditions on the property caused by the tenant. However, if a lease does not require compliance, or if a tenant fails to or cannot comply, the Company could be forced to pay these costs. Management is unaware of any environmental matters that would have a material impact on the Company’s consolidated financial statements.

The Company’s executive offices are located at 44 South Bayles Avenue, Port Washington, New York. The terms of the lease, which will expire in February 2021 subject to a one year extension option, provide for future minimum rents as follows:  2020 - $530,000 and 2021 - $89,000.

The Company is the lessee under several ground lease and its executive office lease agreements. In accordance with the adoption of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”), the Company recorded right-of-use assets and related lease liabilities for these leases as of January 1, 2019. As of December 31, 2019, the Company’s weighted average remaining lease term is approximately 32.4 years and the weighted average discount rate used to calculate the Company’s lease liability is approximately 5.7%. Rent expense under the Company’s ground lease and executive office lease agreements was approximately $1.7 million, $1.1 million and $1.1 million for 2019, 2018 and 2017, respectively.

The following table represents a reconciliation of the Company’s undiscounted future minimum lease payments for its ground lease and executive office lease agreements applicable to right-of-use liabilities as of December 31, 2019:

2020	$	1,095,000
2021		956,000
2022		955,000
2023		956,000
2024		956,000
Thereafter		29,511,000
Total undiscounted future minimum lease payments		34,429,000
Future minimum lease payments, discount		(20,651,000	)
Right-of-use liabilities	$	13,778,000

XML

Receivables

12 Months Ended

Dec. 31, 2019

Receivables [Abstract]

Receivables

Note 6. Receivables

Receivables at December 31, 2019 and 2018 are composed of the following:

	December 31,
	2019		2018
Rents and other receivables, net	$	5,061,000	$	4,443,000
Mortgage note receivable (a)		3,500,000		3,500,000
Straight-line rents, net		13,603,000		14,034,000
	$	22,164,000	$	21,977,000

(a) See “Note 3 – Real Estate - 2018 Shopping Center Acquisition” for further disclosure.

XML

Share-Based Compensation (Schedule of Share-Based Compensation Information) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share Based Compensation [Abstract]
Expense relating to share/unit grants	$ 4,496,000	$ 4,217,000	$ 3,820,000
Amounts capitalized	(379,000)	(454,000)	(268,000)
Total charged to operations	$ 4,117,000	$ 3,763,000	$ 3,552,000
Unvested shares/units, December 31, 2018	3,910,000
Restricted share grants	522,000
Vested during period	(144,000)
Forfeitures/cancellations	(30,000)
Unvested shares/units, December 31, 2019	4,258,000	3,910,000
Unvested shares/unit, December 31, 2018, weighted average grant date fair value	$ 4.46
Restricted share grants, weighted average grant date fair value	3.22
Vested during period, weighted average grant date fair value	6.86
Forfeitures/cancellations, weighted average grant date fair value	4.32
Unvested shares/unit, December 31, 2019, weighted average grant date fair value	$ 4.23	$ 4.46

XML

Selected Quarterly Financial Data (Details) - USD ($)	3 Months Ended																12 Months Ended
	Dec. 31, 2019		Sep. 30, 2019		Jun. 30, 2019		Mar. 31, 2019		Dec. 31, 2018		Sep. 30, 2018		Jun. 30, 2018		Mar. 31, 2018		Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Quarterly Financial Information Disclosure [Abstract]
Revenues	$ 35,628,000		$ 35,912,000		$ 35,660,000		$ 36,883,000		$ 36,932,000		$ 36,170,000		$ 41,350,000		$ 37,568,000		$ 144,083,000	$ 152,020,000	$ 146,008,000
Net income (loss)	(9,914,000)		2,947,000		5,544,000		2,989,000		4,736,000		6,305,000		9,937,000		(16,620,000)		1,566,000	4,358,000	19,653,000
Net income (loss) attributable to common shareholders	$ (12,657,000)		$ 92,000		$ 2,695,000		$ 194,000		$ 1,932,000		$ 3,472,000		$ 7,089,000		$ (22,974,000)		$ (9,676,000)	$ (10,481,000)	$ (2,399,000)
Per common share (basic and diluted)	$ (0.15)	[1]	$ 0.00	[1]	$ 0.03	[1]	$ 0.00	[1]	$ 0.02	[1]	$ 0.04	[1]	$ 0.08	[1]	$ (0.26)	[1]	$ (0.12)	$ (0.13)	$ (0.04)

[1] Differences between the sum of the four quarterly per share amounts and the annual per share amounts, if any, are attributable to the effect of the weighted average outstanding share calculation for the respective periods.

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Schedule of Mortgage Loans Payable Repaid) (Details) - Mortgage Loans Payable [Member]	12 Months Ended
	Dec. 31, 2018 USD ($)
East River Park [Member]
Debt Instrument [Line Items]
Repayment date	Aug. 10, 2018
Principal payoff amount	$ 18,772,000
Colonial Commons [Member]
Debt Instrument [Line Items]
Repayment date	Aug. 24, 2018
Principal payoff amount	$ 24,108,000
Shoppes at Arts District [Member]
Debt Instrument [Line Items]
Repayment date	Aug. 24, 2018
Principal payoff amount	$ 8,114,000
The Point [Member]
Debt Instrument [Line Items]
Repayment date	Sep. 06, 2018
Principal payoff amount	$ 27,003,000

XML

Other Assets and Deferred Charges, Net (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Deferred Costs And Other Assets [Line Items]
Amortization expense of deferred charges	$ 5.3	$ 5.2	$ 5.1
Unsecured Revolving Credit Facility [Member]
Deferred Costs And Other Assets [Line Items]
Accumulated amortization of deferred lease origination costs	32.8
Accumulated amortization of deferred financing costs	$ 1.4

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Summary of Derivative Financial Instruments Held) (Details) - Interest Rate Swap [Member]	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018 USD ($) contract	Dec. 31, 2017 USD ($) contract
Cash Flow Hedging, Count 2 [Member]
Derivatives Fair Value [Line Items]
Count | contract		2	2
Fair value | $		$ 136,000	$ 1,576,000
Maturity dates			2025
Cash Flow Hedging, Count 2 [Member] | Minimum [Member]
Derivatives Fair Value [Line Items]
Maturity dates		2020
Cash Flow Hedging, Count 2 [Member] | Maximum [Member]
Derivatives Fair Value [Line Items]
Maturity dates		2023
Cash Flow Hedging, Count 6 [Member]
Derivatives Fair Value [Line Items]
Count | contract		6
Fair value | $		$ 7,180,000
Cash Flow Hedging, Count 6 [Member] | Minimum [Member]
Derivatives Fair Value [Line Items]
Maturity dates	2021
Cash Flow Hedging, Count 6 [Member] | Maximum [Member]
Derivatives Fair Value [Line Items]
Maturity dates	2025
Cash Flow Hedging, Count 7 [Member]
Derivatives Fair Value [Line Items]
Count | contract			7
Fair value | $			$ 8,871,000
Cash Flow Hedging, Count 7 [Member] | Minimum [Member]
Derivatives Fair Value [Line Items]
Maturity dates			2019
Cash Flow Hedging, Count 7 [Member] | Maximum [Member]
Derivatives Fair Value [Line Items]
Maturity dates			2024

XML

Shareholders' Equity (Schedule of Dividends) (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Class Of Stock [Line Items]
Common stock	$ 0.200	$ 0.200	$ 0.200
Series B Preferred Stock [Member]
Class Of Stock [Line Items]
Cumulative Redeemable Preferred Stock	$ 1.812	$ 1.812	$ 1.812
Dividend rate percentage	7.25%	7.25%	7.25%
Series C Preferred Stock [Member]
Class Of Stock [Line Items]
Cumulative Redeemable Preferred Stock	$ 1.625	$ 1.625	$ 0.388
Dividend rate percentage	6.50%	6.50%	6.50%

XML

Commitments and Contingencies (Narrative) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Commitments And Contingencies Disclosure [Abstract]
Lease expiration month and year	2021-02
Lease extension option period	one year
2020	$ 530,000
2021	$ 89,000
Weighted average remaining lease term	32 years 4 months 24 days
Weighted average discount rate	5.70%
Rent expense	$ 1,700,000	$ 1,100,000	$ 1,100,000

XML

Concentration of Credit Risk (Details) - property	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Concentration Risk [Line Items]
Number of properties	56
Pennsylvania [Member]
Concentration Risk [Line Items]
Number of properties	23
Revenues [Member] | Ahold N.V. [Member]
Concentration Risk [Line Items]
Percentage of concentration risk	12.00%	11.00%	12.00%

XML

Business and Organization (Details)	12 Months Ended
	Dec. 31, 2019 property shares
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Number of properties | property	56
OP units outstanding | shares	537,000
Cedar Realty Trust Partnership L.P [Member]
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Company's interest in Operating Partnership	99.40%
Limited partners' interest in Operating Partnership	0.60%

XML

Real Estate (Narrative) (Details) - USD ($)				12 Months Ended
	Jun. 19, 2019	Aug. 21, 2018	Aug. 08, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Real Estate Properties [Line Items]
Purchase price				$ 9,083,000	$ 179,000	$ 32,442,000
Interest only mortgage note receivable issued				3,500,000	3,500,000
Impairment charges				8,938,000	20,689,000	9,538,000
Girard Plaza [Member]
Real Estate Properties [Line Items]
Purchase price	$ 8,500,000
Land Parcel Adjacent To Riverview Plaza [Member]
Real Estate Properties [Line Items]
Purchase price			$ 1,000,000
Cash payments			$ 25,000
Number of OP Units issued			208,000
Senator Square [Member]
Real Estate Properties [Line Items]
Capital lease obligation		$ 5,700,000
Capital Leases obligation interest rate		5.30%
Lease monthly payment		$ 75,000
Lease expiration date		Aug. 31, 2117
Duration required to earn fair value purchase option minimum		25 years
Duration required to earn fair value purchase option maximum		33 years
Duration interval between subsequent fair value purchase option		10 years
Lease terms		The lease initially requires monthly payments of $75,000 through maturity in August 2117 unless the Company exercises one of its options to acquire the land. The first such option will be available between the 25th and 33rd anniversaries of the lease, depending on certain property benchmarks, with additional purchase options every 10 years thereafter during the lease term. The lease also provides for 1.5% annual increases which begin on approximately the 8th anniversary of the lease, depending on the aforementioned property benchmarks.
Lease annual increase percentage		1.50%
Lease period of aforementioned property benchmarks		8 years
Lease payment minimum duration period required to adjustment purchase options		25 years
Lease payment maximum duration period required to adjustment purchase options		50 years
Interest only mortgage note receivable issued		$ 3,500,000
Interest only mortgage note receivable, interest rate		4.50%
Senator Square [Member] | Minimum [Member]
Real Estate Properties [Line Items]
Mortgage note receivable maturity date		26 years 6 months
Senator Square [Member] | Maximum [Member]
Real Estate Properties [Line Items]
Mortgage note receivable maturity date		34 years 6 months
West Bridgewater Plaza [Member]
Real Estate Properties [Line Items]
Impairment charges					9,400,000
Fredericksburg Way [Member]
Real Estate Properties [Line Items]
Impairment charges						$ 9,500,000
Real Estate Held for Sale [Member]
Real Estate Properties [Line Items]
Impairment charges				$ 8,900,000	$ 11,300,000

XML

Schedule III - Real Estate and Accumulated Depreciation

12 Months Ended

Dec. 31, 2019

Real Estate And Accumulated Depreciation Disclosure [Abstract]

Schedule III - Real Estate and Accumulated Depreciation

Cedar Realty Trust, Inc.

Schedule III

Real Estate and Accumulated Depreciation

					Year built/		Gross		Initial cost to the Company
		Year		Percent	Year last		leasable				Building and
Property	State	acquired		owned	renovated		area		Land		Improvements
Academy Plaza	PA		2001	100%	1965/2013			137,415	$	2,406,000	$	9,623,000
Big Y Shopping Center	CT		2013	100%		2007		101,105		11,272,000		23,395,000
Camp Hill	PA		2002	100%	1958/2005			430,198		4,460,000		17,857,000
Carmans Plaza	NY		2007	100%	1954/2007			195,485		8,539,000		35,804,000
Christina Crossing	DE		2017	100%		2008		119,446		4,341,000		23,227,000
Coliseum Marketplace	VA		2005	100%	1987/2012			106,648		2,924,000		14,416,000
Colonial Commons	PA		2011	100%	2011/2013			410,432		9,367,000		37,496,000
Crossroads II	PA		2008	60%		2009		133,717		15,383,000		-
East River Park	DC		2015	100%	1946-1996			150,038		9,143,000		30,893,000
Elmhurst Square	VA		2006	100%	1961-1983			66,254		1,371,000		5,994,000
Fairview Commons	PA		2007	100%	1976/2003			52,964		858,000		3,568,000
Fieldstone Marketplace	MA	2005/2012		100%	1988/2003			150,123		5,229,000		21,440,000
Fishtown Crossing (f/k/a Port Richmond Village)	PA		2001	100%		1988		120,375		2,942,000		11,769,000
Franklin Village Plaza (a)	MA	2004/2012		100%	1987/2005			303,524		14,270,000		61,915,000
General Booth Plaza	VA		2005	100%		1985		71,639		1,935,000		9,493,000
Girard Plaza	PA		2019	100%				35,688		4,685,000		4,648,000
Glen Allen Shopping Center	VA		2005	100%		2000		63,328		6,769,000		683,000
Gold Star Plaza	PA		2006	100%		1988		71,720		1,644,000		6,519,000
Golden Triangle	PA		2003	100%	1960/2005			202,790		2,320,000		9,713,000
Groton Shopping Center	CT		2007	100%		1969		130,264		3,070,000		12,320,000
Halifax Plaza	PA		2003	100%		1994		51,510		1,412,000		5,799,000
Hamburg Square	PA		2004	100%	1993/2010			102,058		1,153,000		4,678,000
Jordan Lane	CT		2005	100%	1969/1991			177,504		4,291,000		21,176,000
Kempsville Crossing	VA		2005	100%	1985/2013			78,162		2,207,000		11,000,000
Kings Plaza	MA		2007	100%	1970/1994			168,243		2,413,000		12,604,000
Lawndale Plaza	PA		2015	100%		1998		92,773		3,635,000		21,854,000
Meadows Marketplace	PA	2004/2012		100%		2005		91,518		1,914,000		-
Metro Square	MD		2008	100%		1999		71,896		3,121,000		12,341,000
Newport Plaza	PA		2003	100%		1996		64,489		1,721,000		7,758,000
New London Mall	CT		2009	100%	1967/1997			259,566		14,891,000		24,967,000
Northside Commons	PA		2008	100%		2009		69,136		3,332,000		-
Norwood Shopping Center	MA		2006	100%	1965/2013			97,756		1,874,000		8,453,000
Oak Ridge Shopping Center	VA		2006	100%		2000		38,700		960,000		4,254,000
Oakland Commons	CT		2007	100%	1962/2013			90,100		2,504,000		15,662,000
Oakland Mills	MD		2005	100%	1960's/2004			59,308		1,611,000		6,292,000
Palmyra Shopping Center	PA		2005	100%	1960/2012			111,051		1,488,000		6,566,000
Pine Grove Plaza	NJ		2003	100%	2001/2002			86,089		2,010,000		6,489,000
Quartermaster Plaza	PA		2014	100%		2004		456,602		37,031,000		54,210,000
River View Plaza	PA		2003	100%	1991/1998			189,032		9,718,000		40,356,000
San Souci Plaza	MD		2009	40%	1985 - 1997			264,134		14,849,000		18,445,000
Senator Square	DC		2018	100%	1946 - 2005			61,691		-		5,327,000
Shoppes at Arts District	DC		2016	100%		2011		35,676		2,247,000		18,616,000
South Philadelphia	PA		2003	100%	1950/2003			194,435		8,222,000		36,314,000
Southington Center	CT		2003	100%	1972/2000			155,842		-		11,834,000
Swede Square	PA		2003	100%	1980/2012			100,816		2,268,000		6,232,000
The Brickyard	CT		2004	100%	1990/2012			227,598		7,632,000		29,308,000
The Point	PA		2000	100%	1972/2012			262,620		2,700,000		10,800,000
The Shops at Bloomfield Station	NJ		2016	100%		2015		63,844		625,000		17,674,000
The Shops at Suffolk Downs	MA		2005	100%	2005/2011			121,187		7,580,000		11,089,000
Timpany Plaza	MA		2007	100%	1970's-1989			182,799		3,412,000		19,240,000
Trexler Mall	PA		2005	100%	1973/2013			337,297		6,932,000		32,815,000
Trexlertown Plaza	PA		2006	100%	1990/2011			325,171		13,349,000		23,867,000
Valley Plaza	MD		2003	100%	1975/1994			190,939		1,950,000		7,766,000
Washington Center Shoppes	NJ		2001	100%	1979/1995			157,394		2,061,000		7,314,000
Webster Plaza	MA		2007	100%	1960's-2004			98,984		3,551,000		18,412,000
Yorktowne Plaza	MD		2007	100%	1970/2000			138,843		5,940,000		25,505,000
Other	n/a	n/a		100%	n/a			-		1,965,000		-
Total Portfolio								8,327,916	$	295,497,000	$	905,790,000

Cedar Realty Trust, Inc.

Schedule III

Real Estate and Accumulated Depreciation

				Gross amount at which carried at
(continued)	Subsequent			December 31, 2019
	cost					Building and				Accumulated
Property	capitalized (b)			Land		improvements		Total		depreciation
Academy Plaza	$	5,508,000		$	2,406,000	$	15,131,000	$	17,537,000	$	6,161,000
Big Y Shopping Center		356,000			10,268,000		24,755,000		35,023,000		4,846,000
Camp Hill		40,297,000			4,093,000		58,521,000		62,614,000		22,665,000
Carmans Plaza		17,679,000			8,421,000		53,601,000		62,022,000		13,224,000
Christina Crossing		1,502,000			4,341,000		24,729,000		29,070,000		2,618,000
Coliseum Marketplace		5,616,000			3,586,000		19,370,000		22,956,000		7,930,000
Colonial Commons		7,812,000			9,367,000		45,308,000		54,675,000		14,817,000
Crossroads II		29,714,000			17,671,000		27,426,000		45,097,000		7,380,000
East River Park		5,173,000			9,398,000		35,811,000		45,209,000		5,523,000
Elmhurst Square		1,223,000			1,371,000		7,217,000		8,588,000		2,410,000
Fairview Commons		381,000			858,000		3,949,000		4,807,000		1,312,000
Fieldstone Marketplace		3,269,000			5,167,000		24,771,000		29,938,000		9,926,000
Fishtown Crossing (f/k/a Port Richmond Village)		2,679,000			2,843,000		14,547,000		17,390,000		5,087,000
Franklin Village Plaza (a)		5,929,000			14,681,000		67,433,000		82,114,000		16,974,000
General Booth Plaza		(164,000	)		1,935,000		9,329,000		11,264,000		3,223,000
Girard Plaza		-			4,685,000		4,648,000		9,333,000		160,000
Glen Allen Shopping Center		(180,000	)		5,367,000		1,905,000		7,272,000		664,000
Gold Star Plaza		712,000			1,644,000		7,231,000		8,875,000		3,224,000
Golden Triangle		10,661,000			2,320,000		20,374,000		22,694,000		9,818,000
Groton Shopping Center		8,513,000			3,113,000		20,790,000		23,903,000		5,763,000
Halifax Plaza		551,000			1,347,000		6,415,000		7,762,000		2,900,000
Hamburg Square		6,302,000			1,153,000		10,980,000		12,133,000		3,871,000
Jordan Lane		883,000			4,291,000		22,059,000		26,350,000		8,143,000
Kempsville Crossing		(2,757,000	)		2,207,000		8,243,000		10,450,000		3,145,000
Kings Plaza		1,688,000			2,408,000		14,297,000		16,705,000		4,007,000
Lawndale Plaza		968,000			3,635,000		22,822,000		26,457,000		4,123,000
Meadows Marketplace		11,648,000			1,914,000		11,648,000		13,562,000		4,019,000
Metro Square		(221,000	)		5,250,000		9,991,000		15,241,000		3,282,000
Newport Plaza		555,000			1,682,000		8,352,000		10,034,000		3,682,000
New London Mall		4,688,000			8,807,000		35,739,000		44,546,000		14,163,000
Northside Commons		10,035,000			3,379,000		9,988,000		13,367,000		2,599,000
Norwood Shopping Center		799,000			1,874,000		9,252,000		11,126,000		3,179,000
Oak Ridge Shopping Center		440,000			960,000		4,694,000		5,654,000		1,743,000
Oakland Commons		(344,000	)		2,504,000		15,318,000		17,822,000		5,516,000
Oakland Mills		1,197,000			1,611,000		7,489,000		9,100,000		2,950,000
Palmyra Shopping Center		2,008,000			1,488,000		8,574,000		10,062,000		3,506,000
Pine Grove Plaza		1,028,000			2,010,000		7,517,000		9,527,000		3,178,000
Quartermaster Plaza		2,870,000			37,031,000		57,080,000		94,111,000		10,890,000
Riverview Plaza		8,587,000			10,872,000		47,789,000		58,661,000		19,081,000
San Souci Plaza		5,114,000			13,406,000		25,002,000		38,408,000		12,243,000
Senator Square		356,000			-		5,683,000		5,683,000		668,000
Shoppes at Arts District		68,000			2,247,000		18,684,000		20,931,000		2,665,000
South Philadelphia		12,432,000			10,363,000		46,605,000		56,968,000		20,638,000
Southington Center		1,007,000			-		12,841,000		12,841,000		5,033,000
Swede Square		6,475,000			2,272,000		12,703,000		14,975,000		5,947,000
The Brickyard		4,846,000			7,648,000		34,138,000		41,786,000		11,879,000
The Point		18,537,000			2,996,000		29,041,000		32,037,000		11,669,000
The Shops at Bloomfield Station		354,000			625,000		18,028,000		18,653,000		2,147,000
The Shops at Suffolk Downs		10,449,000			7,580,000		21,538,000		29,118,000		7,303,000
Timpany Plaza		1,861,000			3,368,000		21,145,000		24,513,000		6,348,000
Trexler Mall		9,466,000			6,932,000		42,281,000		49,213,000		15,669,000
Trexlertown Plaza		30,644,000			13,351,000		54,509,000		67,860,000		13,220,000
Valley Plaza		1,874,000			1,950,000		9,640,000		11,590,000		4,145,000
Washington Center Shoppes		5,522,000			2,000,000		12,897,000		14,897,000		5,921,000
Webster Plaza		4,035,000			4,082,000		21,916,000		25,998,000		6,668,000
Yorktowne Plaza		1,676,000			5,801,000		27,320,000		33,121,000		9,824,000
Other		1,598,000			877,000		2,686,000		3,563,000		172,000
Total Portfolio	$	313,919,000		$	293,456,000	$	1,221,750,000	$	1,515,206,000	$	389,861,000

Cedar Realty Trust, Inc.

Schedule III

Real Estate and Accumulated Depreciation

The changes in real estate and accumulated depreciation for the years ended December 31, 2019, 2018 and 2017, respectively, are as follows:

Cost	2019				2018			2017
Balance, beginning of the year	$	1,508,682,000			$	1,534,599,000		$	1,496,429,000
Properties transferred to held for sale		(36,265,000	)			(61,505,000	)		(15,971,000	)
Property acquisitions		9,333,000				6,481,000			30,997,000
Property dispositions		—				—			(4,332,000	)
Improvements and betterments		37,089,000				29,107,000			29,752,000
Asset write-offs		(3,633,000	)			—			(2,276,000	)
Balance, end of the year	$	1,515,206,000		(c)	$	1,508,682,000		$	1,534,599,000
Accumulated depreciation
Balance, beginning of the year	$	361,969,000			$	341,943,000		$	313,070,000
Properties transferred to held for sale		(10,143,000	)			(14,886,000	)		(4,131,000	)
Property dispositions		—				—			(1,048,000	)
Depreciation expense (d)		41,142,000				34,912,000			36,328,000
Asset write-offs		(3,107,000	)			—			(2,276,000	)
Balance, end of the year	$	389,861,000			$	361,969,000		$	341,943,000
Net book value	$	1,125,345,000			$	1,146,713,000		$	1,192,656,000

(a) Amount of encumbrance totals $46.7 million at December 31, 2019.

(b) Negative amounts represent write-offs of fully depreciated assets.

(c) At December 31, 2019, the aggregate cost for federal income tax purposes was approximately $5.7 million greater than the Company's recorded values.

(d) Depreciation is provided over the estimated useful lives of the buildings and improvements, which range from 3 to 40 years.

XML

Share-Based Compensation

12 Months Ended

Dec. 31, 2019

Share Based Compensation [Abstract]

Share-Based Compensation

Note 14. Share-Based Compensation

The following tables set forth certain share-based compensation information for 2019, 2018, and 2017, respectively:

	Years ended December 31,
	2019			2018			2017
Expense relating to share/unit grants	$	4,496,000		$	4,217,000		$	3,820,000
Amounts capitalized		(379,000	)		(454,000	)		(268,000	)
Total charged to operations	$	4,117,000		$	3,763,000		$	3,552,000
				Weighted average
	Shares			grant date value
Unvested shares/units, December 31, 2018		3,910,000		$	4.46
Restricted share grants		522,000		$	3.22
Vested during period		(144,000	)	$	6.86
Forfeitures/cancellations		(30,000	)	$	4.32
Unvested shares/units, December 31, 2019		4,258,000		$	4.23

At December 31, 2019, approximately 2.4 million shares remained available for grants pursuant to the 2017 Plan and, at that date, there remained an aggregate of $9.0 million applicable to all grants and awards to be expensed over a weighted average period of 2.8 years.

During 2019, there were 522,000 time-based restricted shares issued, with a weighted average grant date fair value of $3.22 per share. Excluding the grants relating to the Company’s President and CEO (see below), during 2018, there were 610,000 time-based restricted shares issued, with a weighted average grant date fair value of $4.93 per share. During 2017, there were 305,000 time-based restricted shares issued, with a weighted average grant date fair value of $6.20 per share.

The total fair values of shares vested during 2019, 2018, and 2017 were $485,000, $7,556,000, and $890,000, respectively.

President and CEO Employment Contract

Upon employment on June 15, 2011, the Company’s President and CEO received restricted share grants totaling 2,500,000 shares, one-half of which was time-based, vesting upon the seventh anniversary of the date of grant (June 15, 2018), and the other half market performance-based, to be earned if the total annual return on an investment in the Company’s common stock (“TSR”) was at least an average of 6.5% per year for the seven years ended June 15, 2018. On June 15, 2018, the 1,250,000 time-based shares vested and the 1,250,000 market performance-based shares were forfeited as the market performance criteria was not achieved.

On June 15, 2018, in connection with a new amended and restated employment agreement, the Company’s President and CEO received a 1.0 million time-based restricted share grant at a market price of $4.38. However, as a result of an existing limitation within the 2017 Plan, only 750,000 shares were granted on June 15, 2018, with the remaining 250,000 shares granted on January 1, 2019. All 1.0 million time-based restricted shares will vest upon the fifth anniversary of the effective date of the employment agreement (June 15, 2023), subject to the Company’s President and CEO continuous employment with the Company through such date, subject to certain exceptions. Consistent with such time-based restricted grant awards to other participants, dividends will be paid on these shares.

In addition, on June 15, 2018, the Company’s President and CEO was also granted a market performance-based equity award of 1,500,000 restricted stock units (“RSUs”) and 1,500,000 dividend equivalent rights of the Company. Each RSU represents a contingent right to receive one common share if certain market performance criteria are achieved. During the three years ending June 15, 2021 (the “Interim Performance Period”), a maximum of 750,000 shares can be earned. Any portion of the market performance based equity award that is not earned as of the end of the Interim Performance Period will be carried forward for calculation for the five years ending June 15, 2023 (the “Full Performance Period”). The percentage of the market performance-based equity award to be earned will be determined based on the Company’s average annual TSR over the Interim Performance Period and/or over the Full Performance Period as follows: if average annual TSR (1) is below 4%, the percentage of grant earned would be 0%, (2) equals 4%, the percentage of grant earned would be 33.3%, (3) equals 6.5%, the percentage of grant earned would be 66.7%, and (4) equals 10% or above, the percentage of grant earned would be 100%. Linear interpolation shall be applied to determine the percentage of the market performance-based equity award that is earned where the average annual TSR over the performance period falls between the percentages set forth above. An independent appraisal determined the value of the market performance-based equity award for the interim and full performance periods to be $3.30 and $2.97 per share, respectively, compared to a market price at the date of grant of $4.38 per share.

The dividend equivalent rights will accrue and will be deemed to be reinvested into the Company’s common stock and payment with respect to the dividend equivalent rights will be deferred until the end of the Interim Performance Period, or the Full Performance

Period, as the case may be, to coincide with the vesting, if any, of the market performance-based equity award. Payment will only be made for the portion of the market performance-based equity award that is earned and vests.

XML

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured at a Fair Value on Recurring Basis

The following tables show the hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2019 and December 31, 2018, respectively:

	December 31, 2019
Description	Level 1		Level 2		Level 3		Total
Investments related to deferred
compensation liabilities (a)	$	823,000	$	—	$	—	$	823,000
Deferred compensation liabilities (b)	$	824,000	$	—	$	—	$	824,000
Interest rate swaps asset (a)	$	—	$	136,000	$	—	$	136,000
Interest rate swaps liability (b)	$	—	$	7,180,000	$	—	$	7,180,000
	December 31, 2018
Description	Level 1		Level 2		Level 3		Total
Investments related to deferred
compensation liabilities (a)	$	616,000	$	—	$	—	$	616,000
Deferred compensation liabilities (b)	$	610,000	$	—	$	—	$	610,000
Interest rate swaps asset (a)	$	—	$	8,871,000	$	—	$	8,871,000
Interest rate swaps liability (b)	$	—	$	1,576,000	$	—	$	1,576,000
(a) Included in other assets and deferred charges, net, in the accompanying consolidated balance sheets.
(b) Included in accounts payable and accrued liabilities in the accompanying consolidated balance sheets.

XML

Shareholders' Equity (Summary of Preferred Stock) (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Class Of Stock [Line Items]
Preferred stock, shares authorized	12,500,000
Preferred stock	$ 159,541,000	$ 159,541,000
Series B Preferred Stock [Member]
Class Of Stock [Line Items]
Par value	$ 0.01
Liquidation value	$ 25.00
Preferred stock, shares authorized	1,450,000	1,450,000
Shares issued	1,450,000	1,450,000
Shares outstanding	1,450,000	1,450,000
Preferred stock	$ 34,767,000	$ 34,767,000
Series C Preferred Stock [Member]
Class Of Stock [Line Items]
Par value	$ 0.01
Liquidation value	$ 25.00
Preferred stock, shares authorized	6,450,000	6,450,000
Shares issued	5,000,000	5,000,000
Shares outstanding	5,000,000	5,000,000
Preferred stock	$ 124,774,000	$ 124,774,000

XML

Intangible Lease Asset/Liability (Schedule of Unamortized Balance of Intangible Lease Liabilities Net) (Details)	Dec. 31, 2019 USD ($)
Intangible Lease Asset Liability [Abstract]
2020	$ 1,300,000
2021	936,000
2022	874,000
2023	846,000
2024	783,000
Thereafter	5,734,000
Unamortized intangible lease liabilities	$ 10,473,000

XML

Summary of Significant Accounting Policies (Narrative) (Details)	3 Months Ended								12 Months Ended
	Dec. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)	Mar. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2018 USD ($)	Mar. 31, 2018 USD ($)	Dec. 31, 2019 USD ($) Segment	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($) shares	Dec. 31, 2015	May 01, 2019 shares	Apr. 30, 2019 shares	Jan. 01, 2019 USD ($)
Summary Of Significant Accounting Policies [Line Items]
VIE real estate owned carrying value	$ 1,515,206,000				$ 1,508,682,000				$ 1,515,206,000	$ 1,508,682,000	$ 1,534,599,000
Mortgage loan payable	46,370,000				47,315,000				46,370,000	47,315,000
Depreciation expense									41,800,000	36,100,000	36,500,000
Cash at consolidated joint ventures	300,000				200,000				300,000	200,000
Allowance for doubtful accounts receivable	5,600,000				5,900,000				5,600,000	5,900,000
Provision for doubtful accounts included in operating, maintenance and management expenses									$ 400,000	2,200,000	1,700,000
Number of reportable segment | Segment									1
Operating lease, right-of-use asset	13,638,000								$ 13,638,000						$ 14,600,000
Operating lease, right-of-use liability	13,778,000								13,778,000
Operating lease cost									2,800,000
Total revenues	35,628,000	$ 35,912,000	$ 35,660,000	$ 36,883,000	$ 36,932,000	$ 36,170,000	$ 41,350,000	$ 37,568,000	144,083,000	152,020,000	146,008,000
Adjustment to opening equity prior period									$ 500,000
Rents [Member] | Accounting Standards Update 2016-02 [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenues										113,900,000	113,300,000
Expense Recoveries [Member] | Accounting Standards Update 2016-02 [Member]
Summary Of Significant Accounting Policies [Line Items]
Total revenues										$ 33,400,000	$ 31,200,000
Accounts Payable and Accrued Liabilities [Member]
Summary Of Significant Accounting Policies [Line Items]
Operating lease, right-of-use liability															$ 14,600,000
2017 Stock Incentive Plan [Member]
Summary Of Significant Accounting Policies [Line Items]
Maximum number of shares may be issued under the plan | shares													6,000,000	2,000,000
Maximum number of shares to be granted per year to a participant | shares											500,000
Minimum [Member]
Summary Of Significant Accounting Policies [Line Items]
Real estate investments useful life									3 years
Maximum [Member]
Summary Of Significant Accounting Policies [Line Items]
Real estate investments useful life									40 years
New London Mall [Member] | New London Joint Venture [Member]
Summary Of Significant Accounting Policies [Line Items]
Acquired ownership percentage in joint venture												60.00%
Percentage of joint venture ownership												100.00%
Variable Interest Entity, Primary Beneficiary [Member] | Other Ownership Interest [Member]
Summary Of Significant Accounting Policies [Line Items]
VIE real estate owned carrying value	37,600,000								$ 37,600,000
Mortgage loan payable	0								$ 0
Variable Interest Entity, Primary Beneficiary [Member] | Crossroads II [Member] | Other Ownership Interest [Member]
Summary Of Significant Accounting Policies [Line Items]
Ownership percentage									60.00%
Variable Interest Entity, Primary Beneficiary [Member] | San Souci Plaza [Member]
Summary Of Significant Accounting Policies [Line Items]
VIE real estate owned carrying value	26,200,000								$ 26,200,000
Mortgage loan payable	$ 0								$ 0

XML

Real Estate (Schedule of Transactions Related to Properties Held for Sale/Conveyance) (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations [Member] - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Real Estate Properties [Line Items]
Sales Price	$ 19,378,000	$ 19,600,000	$ 12,850,000
Gain on Sale	$ 2,942,000	$ 4,864,000	$ 7,099,000
Maxatawny Marketplace [Member]
Real Estate Properties [Line Items]
Location	Maxatawny, PA
Date Sold	Feb. 15, 2019
Sales Price	$ 10,330,000
Gain on Sale	$ 101,000
Mechanicsburg Center [Member]
Real Estate Properties [Line Items]
Location		Mechanicsburg, PA
Date Sold		Aug. 28, 2018
Sales Price		$ 16,100,000
Gain on Sale		$ 4,864,000
West Bridgewater Plaza [Member]
Real Estate Properties [Line Items]
Location		West Bridgewater, MA
Date Sold		Sep. 28, 2018
Sales Price		$ 3,500,000
Outparcel Building Adjacent to Camp Hill [Member]
Real Estate Properties [Line Items]
Location			Camp Hill, PA
Date Sold			Feb. 01, 2017
Sales Price			$ 10,650,000
Gain on Sale			$ 7,099,000
Fort Washington Center [Member]
Real Estate Properties [Line Items]
Location	Fort Washington, PA
Date Sold	Jun. 26, 2019
Sales Price	$ 9,048,000
Gain on Sale	$ 2,841,000
Fredericksburg Way [Member]
Real Estate Properties [Line Items]
Location			Fredericksburg, VA
Date Sold			Dec. 29, 2017
Sales Price			$ 2,200,000

XML

Receivables (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Receivables [Abstract]
Rents and other receivables, net	$ 5,061,000	$ 4,443,000
Mortgage note receivable	3,500,000	3,500,000
Straight-line rents, net	13,603,000	14,034,000
Receivables	$ 22,164,000	$ 21,977,000

XML

Real Estate (Tables)

12 Months Ended

Dec. 31, 2019

Real Estate [Abstract]

Real Estate and Accumulated Depreciation

Real estate activity for 2019 and 2018 is composed of the following:

	Years ended December 31,
	2019			2018
Cost
Balance, beginning of year	$	1,508,682,000		$	1,534,599,000
Properties transferred to held for sale		(36,265,000	)		(61,505,000	)
Property acquisitions		9,333,000			6,481,000
Asset write-offs		(3,633,000	)		—
Improvements and betterments		37,089,000			29,107,000
Balance, end of the year	$	1,515,206,000		$	1,508,682,000
Accumulated depreciation
Balance, beginning of the year	$	361,969,000		$	341,943,000
Properties transferred held for sale		(10,143,000	)		(14,886,000	)
Asset write-offs		(3,107,000	)		—
Depreciation expense		41,142,000			34,912,000
Balance, end of the year	$	389,861,000		$	361,969,000
Net book value	$	1,125,345,000		$	1,146,713,000

Schedule of Transactions Related to Properties Held for Sale/Conveyance

Dispositions

During 2019, 2018 and 2017, the Company sold the properties listed below:

		Date	Sales		Gain on
Property	Location	Sold	Price		Sale
2019
Maxatawny Marketplace	Maxatawny, PA	2/15/2019	$	10,330,000	$	101,000
Fort Washington Center	Fort Washington, PA	6/26/2019		9,048,000		2,841,000
			$	19,378,000	$	2,942,000
2018
Mechanicsburg Center	Mechanicsburg, PA	8/28/2018	$	16,100,000	$	4,864,000
West Bridgewater Plaza	West Bridgewater, MA	9/28/2018		3,500,000		-
			$	19,600,000	$	4,864,000
2017
Outparcel Building adjacent to Camp Hill	Camp Hill, PA	2/1/2017	$	10,650,000	$	7,099,000
Fredericksburg Way	Fredericksburg, VA	12/29/2017		2,200,000		-
			$	12,850,000	$	7,099,000

XML

Subsequent Events

12 Months Ended

Dec. 31, 2019

Subsequent Events [Abstract]

Subsequent Events

Note 17. Subsequent Events

In determining subsequent events, management reviewed all activity from January 1, 2020 through the date of filing this Annual Report on Form 10-K. 

XML

401(k) Retirement Plan

12 Months Ended

Dec. 31, 2019

Compensation And Retirement Disclosure [Abstract]

401(k) Retirement Plan

Note 13. 401(k) Retirement Plan

The Company has a 401(k) retirement plan (the “Plan”), which permits all eligible employees to defer a portion of their compensation under the Code. Pursuant to the provisions of the Plan, the Company may make discretionary contributions on behalf of eligible employees. The Company made contributions to the Plan of $387,000, $371,000, and $330,000 for 2019, 2018, and 2017, respectively.

XML

Other Assets and Deferred Charges, Net (Tables)

12 Months Ended

Dec. 31, 2019

Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract]

Components of Other Assets and Deferred Charges, Net

Other assets and deferred charges, net, at December 31, 2019 and 2018 are composed of the following:

	December 31,
	2019		2018
Lease origination costs (a)	$	19,947,000	$	21,623,000
Right-of-use assets (b)		13,638,000		—
Interest rate swaps		136,000		8,871,000
Prepaid expenses		6,048,000		5,790,000
Unsecured revolving credit facility financing costs		1,021,000		1,627,000
Leasehold improvements, furniture and fixtures		200,000		359,000
Investments related to share-based compensation		823,000		616,000
Other		326,000		1,756,000
Total other assets and deferred charges, net	$	42,139,000	$	40,642,000

(a) Lease origination costs include the unamortized balance of intangible lease assets resulting from purchase accounting allocations of $6.6 million (cost of $19.9 million and accumulated amortization of $13.3 million) and $7.5 million (cost of $19.9 million and accumulated amortization of $12.4 million) as of December 31, 2019 and 2018, respectively.

(b) In connection with of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”), the Company recorded right-of-use assets and liabilities based on its future obligation under its ground lease and executive office lease agreements for which the Company is the lessee.

Schedule of Future Charges of Unamortized Balances of Deferred Lease Origination Costs and Deferred Financing Costs

	Lease		Unsecured revolving
	origination		credit facility
	costs		financing costs
2020	$	2,858,000	$	614,000
2021		2,280,000		407,000
2022		1,995,000		—
2023		1,700,000		—
2024		1,453,000		—
Thereafter		9,661,000		—
	$	19,947,000	$	1,021,000

XML

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Dividends

The following table provides a summary of dividends declared and paid per share:

	Years ended December 31,
	2019		2018		2017
Common stock	$	0.200	$	0.200	$	0.200
7.25% Series B Preferred Stock	$	1.812	$	1.812	$	1.812
6.50% Series C Preferred Stock	$	1.625	$	1.625	$	0.388

Preferred Stock [Member]

Summary of Preferred Stock

The Company is authorized to issue up to 12,500,000 shares of preferred stock. The following tables summarize details about the Company’s preferred stock:

	Series B		Series C
	Preferred Stock		Preferred Stock
Par value	$	0.01	$	0.01
Liquidation value	$	25.00	$	25.00
	December 31, 2019				December 31, 2018
	Series B		Series C		Series B		Series C
	Preferred Stock		Preferred Stock		Preferred Stock		Preferred Stock
Shares authorized		1,450,000		6,450,000		1,450,000		6,450,000
Shares issued and outstanding		1,450,000		5,000,000		1,450,000		5,000,000
Balance	$	34,767,000	$	124,774,000	$	34,767,000		124,774,000

XML

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

Principles of Consolidation/Basis of Preparation

The consolidated financial statements include the accounts and operations of the Company, the Operating Partnership, its subsidiaries, and certain joint venture partnerships in which it participates. The Company consolidates all variable interest entities (“VIEs”) for which it is the primary beneficiary. Generally, a VIE is an entity with one or more of the following characteristics: (1) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (2) as a group, the holders of the equity investment at risk (a) lack the power through voting or similar rights to make decisions about the entity’s activities that significantly impact the entity’s performance, (b) have no obligation to absorb the expected losses of the entity, or (c) have no right to receive the expected residual returns of the entity, or (3) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately fewer voting rights. A VIE is required to be consolidated by its primary beneficiary. The primary beneficiary of a VIE has (1) the power to direct the activities that most significantly impact the entity’s economic performance, and (2) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. Significant judgments related to these determinations include estimates about the current and future fair values, performance of real estate held by these VIEs, and general market conditions.

The Financial Accounting Standards Board (“FASB”) issued guidance which amended the consolidation requirements, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under the analysis, limited partnerships and other similar entities will be considered variable interest entities unless the limited partners hold substantive kick-out rights or participating rights. The guidance was adopted on January 1, 2016. The Company evaluated its existing joint venture property at San Souci Plaza based on the new guidance, determined the entity to be a variable interest entity, and continued to consolidate the entity. At December 31, 2019, this VIE owned real estate with a carrying value of $26.2 million and no mortgage loan payable.

The Company has a 60%-owned joint venture originally formed to develop the project known as Crossroads II. This joint venture is consolidated as it is deemed to be a VIE and the Company is the primary beneficiary. The Company (1) guaranteed all related debt, (2) does not require its partners to fund additional capital requirements, (3) has an economic interest greater than its voting proportion and (4) directs the management activities that significantly impact the performance of the joint venture. At December 31, 2019, this VIE owned real estate with a carrying value of $37.6 million and no mortgage loan payable.  

The accompanying financial statements are prepared on the accrual basis in accordance with accounting principles generally accepted in the United States (“GAAP”), which requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. Actual results could differ from these estimates.

Real Estate Investments

Real estate investments are carried at cost less accumulated depreciation. The provision for depreciation is calculated using the straight-line method based upon the estimated useful lives of the respective assets of between 3 and 40 years, with buildings being depreciated at the upper end of the range. Depreciation expense amounted to $41.8 million, $36.1 million and $36.5 million for 2019, 2018 and 2017, respectively. Expenditures for betterments that substantially extend the useful lives of the assets are capitalized. Expenditures for maintenance, repairs, and betterments that do not substantially prolong the normal useful life of an asset are charged to operations as incurred.

Real estate investments include costs of development and redevelopment activities, and construction in progress. Capitalized costs, including interest and other carrying costs during the construction and/or renovation periods, are included in the cost of the related asset and charged to operations through depreciation over the asset’s estimated useful life. A variety of costs are incurred in the development and leasing of a property, such as pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs, and other costs incurred during the period of development. After a determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. The Company ceases capitalization on the portions substantially completed and occupied, or held available for occupancy, and capitalizes only those costs associated with the portions under development. The Company considers a construction project to be substantially completed and held available for occupancy upon the completion of tenant improvements, but not later than one year from cessation of major construction activity.

The Company allocates the fair value of real estate acquired to land, buildings and improvements. In addition, the fair value of in-place leases is allocated to intangible lease assets and liabilities. The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, which value is then allocated to land, buildings and improvements based on management’s determination of the fair values of these assets. In valuing an acquired property’s intangibles, factors considered by management include an estimate of carrying costs during the expected lease-up periods, such as real estate taxes, insurance, other operating expenses, and estimates of lost rental revenue during the expected lease-up periods based on its evaluation of current market demand. Management also estimates costs to execute similar leases, including leasing commissions, tenant improvements, legal and other related costs.

The values of acquired above-market and below-market leases are recorded based on the present values (using discount rates which reflect the risks associated with the leases acquired) of the differences between the contractual amounts to be received and management’s estimate of market lease rates, measured over the terms of the respective leases that management deemed appropriate at the time of the acquisitions. Such valuations include consideration of the non-cancellable terms of the respective leases as well as any applicable renewal periods. The fair values associated with below-market rental renewal options are determined based on the Company’s experience and the relevant facts and circumstances that existed at the time of the acquisitions. The values of above-market leases are amortized to rental income over the terms of the respective non-cancelable lease periods. The portion of the values of below-market leases associated with the original non-cancelable lease terms are amortized to rental income over the terms of the respective non-cancelable lease periods.  The portion of the values of the leases associated with below-market renewal options that are likely of exercise are amortized to rental income over the respective renewal periods. The value of other intangible assets (including leasing commissions, tenant improvements, etc.) is amortized to expense over the applicable terms of the respective leases. If a lease were to be terminated prior to its stated expiration or not renewed, all unamortized amounts relating to that lease would be recognized in operations at that time.

Management reviews each real estate investment for impairment whenever events or circumstances indicate that the carrying value of a real estate investment may not be recoverable. The review of recoverability of real estate investments held for use is based on an estimate of the future cash flows that are expected to result from the real estate investment’s use and eventual disposition. These cash flows consider factors such as expected future operating income, trends and prospects, as well as the effects of leasing demand, capital expenditures, competition and other factors. If an impairment event exists due to the projected inability to recover the carrying value of a real estate investment, an impairment loss is recorded to the extent that the carrying value exceeds estimated fair value. 

Effective January 1, 2018, the Company has adopted the guidance on gains and losses from the derecognition of nonfinancial assets. This guidance applies to all nonfinancial assets (including real estate) for which the counterparty is not a customer and also clarifies that all businesses are derecognized using the deconsolidation guidance. Additionally, it defines an in substance nonfinancial asset as a financial asset that is promised to a counterparty in a contract in which substantially all of the fair value of the asset promised in the contract is concentrated in nonfinancial assets, which excludes cash or cash equivalents and liabilities. The Company believes these criteria for all real estate sold were met during 2019 and 2018. Under prior guidance, sales of real estate were recognized only when sufficient down payments had been obtained, possession and other attributes of ownership had been transferred to the buyer and the Company had no significant continuing involvement. The Company believes these criteria were met for all real estate sold during 2017.

Properties Held For Sale

The Company follows the guidance for reporting discontinued operations, whereby a disposal of an individual property or group of properties is required to be reported in “discontinued operations” only if the disposal represents a strategic shift that has, or will have, a major effect on the Company’s operations and financial results. The results of operations for those properties not meeting such criteria are reported in “continuing operations” in the consolidated statements of operations.

The carrying values of the assets and liabilities of properties determined to be held for sale, principally the net book values of the real estate and the related mortgage loans payable expected to be assumed by the buyers, are reclassified as “held for sale” on the Company’s consolidated balance sheets at the time such determinations are made, on a prospective basis only. In addition, the Company anticipates that sales of all such properties remaining classified as “held for sale” at the balance sheet date will be concluded within one year from such date.

The Company, when applicable, conducts a continuing review of the values for all properties “held for sale” based on final sales prices and sales contracts entered into. Impairment charges/reversals, if applicable, are based on a comparison of the carrying values of the properties with either (1) actual sales prices less costs to sell for properties sold, or contract amounts for properties in the process of being sold, (2) estimated sales prices, less costs to sell, based on discounted cash flow analyses, if no contract amounts are being negotiated (see Note 4 - “Fair Value Measurements”), or (3) with respect to land parcels, estimated sales prices, less costs to sell, based on comparable sales completed in the selected market areas. Prior to the Company’s determination to dispose of properties, which are subsequently reclassified to “held for sale”, the Company performed recoverability analyses based on the estimated undiscounted cash flows that were expected to result from the real estate investments’ use and eventual disposal. The projected undiscounted cash flows of each property reflects that the carrying value of each real estate investment would be recovered. However, as a result of the properties’ meeting the “held for sale” criteria, such properties were written down to the lower of their carrying value and estimated fair values less costs to sell.

Cash and Cash Equivalents / Restricted Cash

Cash and cash equivalents consist of cash in banks and short-term investments with original maturities when purchased of less than ninety days, and include cash at consolidated joint ventures of $0.3 million and $0.2 million at December 31, 2019 and 2018, respectively.

The terms of mortgage loans payable may require the Company to deposit certain replacement and other reserves with its lenders. Such “restricted cash” is generally available only for property-level requirements for which the reserves have been established.

Fair Value Measurements

The accounting guidance for fair value measurement establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels:

• Level 1 – Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

• Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible while also considering counterparty credit risk in the assessment of fair value.

Revenue Recognition and Receivables

Management has determined that all of the Company’s leases with its various tenants are operating leases. Rental income with scheduled rent increases is recognized using the straight-line method over the respective non-cancelable terms of the leases. The aggregate excess of rental revenue recognized on a straight-line basis over the contractual base rents is included in receivables on the consolidated balance sheet. Leases also generally contain provisions under which the tenants reimburse the Company for a portion of property operating expenses and real estate taxes incurred, generally attributable to their respective allocable portions of gross leasable area. Such income is recognized in the periods earned. In addition, a limited number of operating leases contain contingent rent provisions under which tenants are required to pay, as additional rent, a percentage of their sales in excess of a specified amount. The Company defers recognition of contingent rental income until those specified sales targets are met. Revenues also include items such as lease termination fees, which tend to fluctuate more than rents from year to year. Termination fees are fees that the Company has agreed to accept in consideration for permitting certain tenants to terminate their lease prior to the contractual expiration.  The Company recognizes lease termination income when the following conditions are met: (1) the lease termination agreement has been executed, (2) the lease termination fee is determinable, (3) all the Company’s landlord services pursuant to the terminated lease have been rendered, and (4) collectability of the lease termination fee is assured.

In November 2018, the FASB clarified the existing accounting treatment relating to receivables arising from operating leases, stating that such receivables are not within the scope of the expected credit loss standard and that impairment of receivables arising from operating leases should be accounted for in accordance with the recently-adopted lease accounting standard. This required the Company, as of January 1, 2019, to review its existing lease portfolio to determine if all future lease payments are probable of collection and, if the Company determined that all future lease payments are not probable of collection, the Company will account for these leases on a cash basis. This required that all amounts that were historically recorded as bad debt expense, and previously included in operating expenses in the Company’s consolidated statement of operations, now be recorded as a direct reduction of rental revenues. Prior to January 1, 2019, the Company made estimates as to the collectability of its accounts receivable related to base rent, straight-line rent, percentage rent, expense reimbursements and other revenues. When management analyzed accounts receivable and evaluated the adequacy of the allowance for doubtful accounts, it considered such things as historical bad debts, tenant creditworthiness, current economic trends, current developments relevant to a tenant’s business specifically and to its business category generally, and changes in tenants’ payment patterns. The allowance for doubtful accounts was $5.6 million and $5.9 million at December 31, 2019 and 2018, respectively. The provision for doubtful accounts (included in operating, maintenance and management expenses) was $0.4 million, $2.2 million and $1.7 million in 2019, 2018 and 2017, respectively.

Segment Information

The Company’s primary business is the ownership and operation of grocery-anchored shopping centers. The Company reviews operating and financial information for each property on an individual basis and, accordingly, each property represents an individual operating segment. The Company evaluates financial performance using property operating income, which consists of rental income and other property income, less operating expenses and real estate taxes. No individual property constitutes more than 10% of the Company’s revenues or property operating income, and the Company has no operations outside of the United States of America. Therefore, the Company has aggregated its properties into one reportable segment as the properties share similar long-term economic characteristics and have other similarities including the fact that they are operated using consistent business strategies, are typically located in major metropolitan areas, and have similar tenant mixes.

Income Taxes

The Company, organized in 1984, has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”). A REIT will generally not be subject to federal income taxation on that portion of its income that qualifies as REIT taxable income, to the extent that it distributes at least 90% of such REIT taxable income to its shareholders and complies with certain other requirements. As of December 31, 2019, the Company was in compliance with all REIT requirements.

The Company follows a two-step approach for evaluating uncertain federal, state and local tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that more-likely-than-not will be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when a company subsequently determines that a tax position no longer meets the more-likely-than-not threshold of being sustained. The Company has not identified any uncertain tax positions which would require an accrual.  

Derivative Financial Instruments

The Company occasionally utilizes derivative financial instruments, principally interest rate swaps, to manage its exposure to fluctuations in interest rates. The Company has established policies and procedures for risk assessment, and the approval, reporting and monitoring of derivative financial instruments. Derivative financial instruments must be effective in reducing the Company’s interest rate risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative financial instrument matures or is settled. Any derivative financial instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in net income.  The Company has not entered into, and does not plan to enter into, derivative financial instruments for trading or speculative purposes.

Share-Based Compensation

During 2017, the Company’s shareholders approved the 2017 Stock Incentive Plan (the “2017 Plan”), which replaced the Company’s 2012 Stock Incentive Plan (the “2012 Plan”). As of the effective date of the 2017 Plan, the Company may not grant any further awards under the 2012 Plan. The 2017 Plan establishes the procedures for the granting of, among other things, restricted stock awards. On May 1, 2019, the Company’s shareholders approved an amendment to the 2017 Plan, which increased the maximum number of shares of the Company’s common stock that may be issued pursuant to the 2017 Plan by 2.0 million shares, to a new total of 6.0 million shares (see Note 14 – “Share-Based Compensation”), and the maximum number of shares that may be granted to a participant in any calendar year may not exceed 500,000. All grants issued pursuant to the 2017 Plan generally vest (1) at the end of designated time periods for time-based grants, or (2) upon the completion of a designated period of performance for performance-based grants and satisfaction of performance criteria. Time–based grants are valued according to the market price for the Company’s common stock at the date of grant. For performance-based grants, the Company generally engages an independent appraisal company to determine the value of the shares at the date of grant, taking into account the underlying contingency risks associated with the performance criteria. The value of all grants are being expensed on a straight-line basis over their respective vesting periods (irrespective of achievement of the performance-based grants) adjusted, as applicable, for forfeitures. For restricted share grants subject to graded vesting, the amounts expensed are at least equal to the measured expense of each vested tranche.  Based on the terms of the 2017 Plan, those grants of restricted shares that are contributed to the Rabbi Trusts are classified as treasury stock on the Company’s consolidated balance sheet.

Supplemental Consolidated Statements of Cash Flows Information

	Years ended December 31,
	2019		2018		2017
Supplemental disclosure of cash activities:
Cash paid for interest	$	23,859,000	$	22,191,000	$	21,359,000
Supplemental disclosure of non-cash activities:
Capitalization of interest and financing costs		1,649,000		1,528,000		684,000
Recognition of right-of-use assets and related lease liabilities		13,778,000		—		—
Issuance of OP Units in connection with a land parcel acquisition		—		975,000		—

Recently-Adopted Accounting Pronouncements

In May 2014, the FASB issued guidance which amends the accounting for revenue recognition. Under the amended guidance, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to and receive in exchange for those goods or services. Leases are specifically excluded from this guidance and will be governed by the applicable lease codification. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In March 2016, the FASB issued guidance which amends the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows, and the policy election with respect to accounting for forfeitures either as they occur or by estimating forfeitures. The guidance was adopted on January 1, 2017. The Company has elected to account for forfeitures as they occur, and the guidance did not have a material impact on the Company’s consolidated financial statements.

In August 2016, the FASB issued guidance that clarifies how an entity should classify certain cash receipts and cash payments on its statement of cash flows. The guidance established that an entity will classify cash payments for debt prepayment or extinguishment costs as financing cash flows. In addition, the guidance provides entities with an alternative to consider regarding the nature of the source of distributions that an investor receives from an equity method investment when classifying distributions received in its cash flow statement (the nature of the distribution approach). Alternatively, entities can elect to classify the distributions received from equity method investees based on the cumulative earnings approach. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In November 2016, the FASB issued guidance that requires entities to show the changes in the total of cash, cash equivalents and restricted cash in the statement of cash flows. When cash, cash equivalents and restricted cash are presented in more than one line item on the balance sheet, the new guidance requires a reconciliation of the totals in the statement of cash flows to the related captions on the balance sheet. This reconciliation can be presented either on the face of the statement of cash flows or in the notes to the financial statements. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In January 2017, the FASB issued guidance which changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset and/or a group of similar identifiable assets; if these criteria are met, the set of transferred assets and activities is not a business. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described in the guidance on revenue from contracts with customers. The guidance is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption being permitted. The Company has elected to early adopt this guidance effective January 1, 2017. The Company believes that most of its typical acquisitions of real estate will not meet the new definition of a business, and accordingly, will result in the capitalization of associated acquisition pursuit costs, as is the case regarding all acquisitions in 2017.

In May 2017, the FASB issued guidance which clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as a modification. Under the new guidance, an entity will not apply modification accounting if the award’s fair value, vesting conditions, and the classification of the award as equity or a liability are the same immediately before and after the change. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In February 2016, the FASB issued guidance amending the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The guidance, effective for annual and interim reporting periods beginning on or after December 15, 2018, requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. The Company is not required to reassess the classification of existing ground leases where it is the lessee and therefore these leases will continue to be accounted for as operating leases. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases with a term of twelve months or less continue to be accounted for pursuant to existing guidance for operating leases. Based on the Company’s future obligations under its ground lease and executive office lease agreements for which the Company is the lessee, the newly adopted guidance resulted in the recognition of (1) right-of-use assets of $14.6 million included in other assets and deferred charges, net, and (2) right-of-use liabilities of $14.6 million included in accounts payable and accrued liabilities, on the Company’s consolidated balance sheet as of January 1, 2019.  In the event the Company modifies existing ground leases or enters into new ground leases after adoption of the new standard, such leases may be classified as finance leases. Additionally, the guidance requires that lessees and lessors capitalize, as initial direct costs, only those costs that are incurred due to the execution of a lease. Under this guidance, allocated payroll costs and other costs that are incurred regardless of whether the lease is obtained will no longer be capitalized as initial direct costs and instead will be expensed as incurred. During 2019, the Company expensed $2.8 million of leasing costs which would have previously been capitalized.

The FASB provided lessors with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components as a single lease component if certain criteria are met. Lessors that make these elections are required to provide additional disclosures. The FASB provided an additional (and optional) transition method that allows entities to initially apply the guidance at the adoption date (January 1, 2019) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company applied both these practical expedients upon adoption. The practical expedient allowed the Company to not separate expenses reimbursed by customers from the associated rental revenue if certain criteria were met. The Company assessed these criteria and concluded that the timing and pattern of transfer for rental revenue and the associated rental expense recoveries are the same and, as the leases qualify as operating leases, the Company accounted for and presented rents and expense recoveries as a single component under rental revenues in the consolidated statement of operations for 2019. As a result of the adoption of this practical expedient, the Company also presented $113.9 million and $113.3 million of rents and $33.4 million and $31.2 million of expense recoveries as single components in the consolidated statement of operations for 2018 and 2017, respectively, to conform to the new 2019 presentation.  

In November 2018, the FASB clarified the existing accounting treatment relating to receivables arising from operating leases, stating that such receivables are not within the scope of the expected credit loss standard and that impairment of receivables arising from operating leases should be accounted for in accordance with the recently-adopted lease accounting standard. This required the Company to review its existing lease portfolio to determine if all future lease payments are probable of collection and, if the Company determined that all future lease payments are not probable of collection, the Company will account for these leases on a cash basis. This required that all amounts that were historically recorded as bad debt expense, and previously included in operating expenses in the Company’s consolidated statement of operations, now be recorded as a direct reduction of rental revenues. As permitted by the standard upon adoption, the Company recorded a $0.5 million prior-period adjustment to opening equity which the Company has reflected in the consolidated statement of equity for 2019.

Recently-Issued Accounting Pronouncements

In June 2016, the FASB issued guidance which enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, including accounts receivable, straight-line rent receivables, loans, held-to-maturity debt securities, net investments in leases, and off-balance-sheet credit exposures. The guidance will require that the Company estimate the lifetime expected credit loss with respect to these receivables and record allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. The Company will also be required to disclose information about how it developed the allowances, including changes in the factors that influenced the Company’s estimate of expected credit losses and the reasons for those changes. The guidance would be effective for interim and annual reporting periods beginning after December 15, 2019. The Company is currently in the process of evaluating the guidance, but does not believe it will have a material effect on the Company’s consolidated financial statements.

XML

Document And Entity Information - USD ($)

12 Months Ended

Dec. 31, 2019

Feb. 10, 2020

Jun. 30, 2019

Document Information [Line Items]

Document type

10-K

Amendment Flag

false

Document Period End Date

Dec. 31, 2019

Document Fiscal Period Focus

FY

Document Fiscal Year Focus

2019

Entity Registrant Name

CEDAR REALTY TRUST, INC.

Entity Central Index Key

0000761648

Current Fiscal Year End Date

--12-31

Entity Filer Category

Accelerated Filer

Entity Shell Company

false

Entity Small Business

false

Entity Emerging Growth Company

false

Entity Current Reporting Status

Yes

Entity Voluntary Filers

No

Entity Well-known Seasoned Issuer

No

Entity Public Float

$ 225,311,000

Entity File Number

001-31817

Entity Tax Identification Number

42-1241468

Entity Address, Address Line One

44 South Bayles Avenue

Entity Address, City or Town

Port Washington

Entity Address, State or Province

NY

Entity Address, Postal Zip Code

11050-3765

City Area Code

516

Local Phone Number

767-6492

Entity Interactive Data Current

Yes

Entity Incorporation, State or Country Code

MD

Document Annual Report

true

Document Transition Report

false

Entity Common Stock, Shares Outstanding

89,352,996

Documents Incorporated by Reference

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the registrant’s definitive proxy statement relating to its 2020 annual meeting of shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K.

Common Stock [Member]

Document Information [Line Items]

Trading Symbol

CDR

Title of 12(b) Security

Common Stock, $0.06 par value

Security Exchange Name

NYSE

Series B Preferred Stock [Member]

Document Information [Line Items]

Trading Symbol

CDRpB

Title of 12(b) Security

7-1/4% Series B Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value

Security Exchange Name

NYSE

Series C Preferred Stock [Member]

Document Information [Line Items]

Trading Symbol

CDRpC

Title of 12(b) Security

6-1/2% Series C Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value

Security Exchange Name

NYSE

XML

Consolidated Statements of Comprehensive Income - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Statement Of Income And Comprehensive Income [Abstract]
Net income	$ 1,566,000	$ 4,358,000	$ 19,653,000
Other comprehensive income - unrealized (loss) gain on change in fair value of cash flow hedges	(14,286,000)	1,518,000	5,287,000
Comprehensive (loss) income	(12,720,000)	5,876,000	24,940,000
Comprehensive (income) attributable to noncontrolling interests	(404,000)	(490,000)	(530,000)
Comprehensive (loss) income attributable to Cedar Realty Trust, Inc.	$ (13,124,000)	$ 5,386,000	$ 24,410,000

XML

Selected Quarterly Financial Data (Tables)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Schedule of Selected Quarterly Financial Data

	Quarter ended
	March 31			June 30		September 30		December 31
2019
Revenues	$	36,883,000		$	35,660,000	$	35,912,000	$	35,628,000
Net income (loss)	$	2,989,000		$	5,544,000	$	2,947,000	$	(9,914,000	)
Net income (loss) attributable to common shareholders	$	194,000		$	2,695,000	$	92,000	$	(12,657,000	)
Per common share (basic and diluted) (a)	$	0.00		$	0.03	$	0.00	$	(0.15	)
2018
Revenues	$	37,568,000		$	41,350,000	$	36,170,000	$	36,932,000
Net (loss) income	$	(16,620,000	)	$	9,937,000	$	6,305,000	$	4,736,000
Net (loss) income attributable to common shareholders	$	(22,974,000	)	$	7,089,000	$	3,472,000	$	1,932,000
Per common share (basic and diluted) (a)	$	(0.26	)	$	0.08	$	0.04	$	0.02

(a) Differences between the sum of the four quarterly per share amounts and the annual per share amounts, if any, are attributable to the effect of the weighted average outstanding share calculation for the respective periods.

XML

Intangible Lease Asset/Liability

12 Months Ended

Dec. 31, 2019

Intangible Lease Asset Liability [Abstract]

Intangible Lease Asset/Liability

Note 9. Intangible Lease Asset/Liability

Unamortized intangible lease liabilities that relate to below-market leases amounted to $10.5 million and $13.2 million at December 31, 2019 and December 31, 2018, respectively. Unamortized intangible lease assets that relate to above-market leases amounted to $0.4 million and $0.6 million at December 31, 2019 and December 31, 2018, respectively.

The unamortized balance of intangible lease liabilities at December 31, 2019 is net of accumulated amortization of $39.6 million, and will be credited to future operations as follows:

2020	$	1,300,000
2021		936,000
2022		874,000
2023		846,000
2024		783,000
Thereafter		5,734,000
	$	10,473,000

XML

Concentration of Credit Risk

12 Months Ended

Dec. 31, 2019

Risks And Uncertainties [Abstract]

Concentration of Credit Risk

Note 5. Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents in excess of insured amounts and tenant receivables. The Company places its cash and cash equivalents with high quality financial institutions. Management performs ongoing credit evaluations of its tenants and requires certain tenants to provide security deposits and/or suitable guarantees.  

Excluding properties held for sale and sold, Giant Food Stores, LLC, Stop & Shop, Inc. and Food Lion, LLC, each of which is owned by Ahold N.V., a Netherlands corporation, accounted for an aggregate of approximately 12%, 11% and 12% of the Company’s total revenues during 2019, 2018 and 2017, respectively.

The Company’s properties are located largely in the region straddling the Washington, D.C. to Boston corridor, which exposes it to greater economic risks than if the properties it owned were located in a greater number of geographic regions (in particular, 23 of the Company’s properties are located in Pennsylvania).

XML

Share-Based Compensation (Narrative) (Details) - USD ($)			12 Months Ended
	Jun. 15, 2018	Jun. 15, 2011	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average grant date fair value per share			$ 3.22
Fair value of vested shares			$ 485,000	$ 7,556,000	$ 890,000
Shares vested			144,000
Shares forfeited			30,000
Grant date market price	$ 4.38
Shares granted under Stock incentive plan			522,000
Effective date of the employment agreement	Jun. 15, 2023
Maximum shares to be earned			750,000
Share based compensation average annual total stock holders return, description			The percentage of the market performance-based equity award to be earned will be determined based on the Company’s average annual TSR over the Interim Performance Period and/or over the Full Performance Period as follows: if average annual TSR (1) is below 4%, the percentage of grant earned would be 0%, (2) equals 4%, the percentage of grant earned would be 33.3%, (3) equals 6.5%, the percentage of grant earned would be 66.7%, and (4) equals 10% or above, the percentage of grant earned would be 100%.
Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted to Company's President		2,500,000
Average annual TSR threshold		6.50%
Vesting period		7 years
Time-Based Awards [Member] | Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares vested	1,250,000
Performance-Based Shares [Member] | Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares forfeited	1,250,000
Time-Based Restricted Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares will vest upon the fifth anniversary	1,000,000
Market Performance-Based Equity Award [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation, interim period other than option grant, price per share	$ 3.30
Share based compensation, full performance period other than option grant, price per share	$ 2.97
Market Performance-Based Equity Award [Member] | Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted under Stock incentive plan	1,500,000
Dividend equivalent rights	1,500,000
2017 Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under Stock Incentive Plan	250,000		2,400,000
Aggregate cost of awards not yet recognized			$ 9,000,000
Unrecognized cost recognition period			2 years 9 months 18 days
Shares granted under Stock incentive plan	750,000
2017 Plan [Member] | Time-Based Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued			522,000	610,000	305,000
Weighted-average grant date fair value per share			$ 3.22	$ 4.93	$ 6.20
New Amended and Restated Employment Agreement [Member] | Time-Based Restricted Shares [Member] | Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted to Company's President	1,000,000
Grant date market price	$ 4.38

XML

Schedule III - Real Estate and Accumulated Depreciation (Details)		12 Months Ended
		Dec. 31, 2019 USD ($) property		Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Gross Leasable Area | property		8,327,916
Initial cost to the Company, Land		$ 295,497,000
Initial cost to the Company, Building and Improvements		905,790,000
Subsequent cost capitalized	[1]	313,919,000
Gross carrying amount of Land		293,456,000
Gross carrying amount of building and improvements		1,221,750,000
SEC Schedule III, Real Estate, Gross, Total		1,515,206,000	[2]	$ 1,508,682,000	$ 1,534,599,000	$ 1,496,429,000
Accumulated Depreciation		$ 389,861,000		$ 361,969,000	$ 341,943,000	$ 313,070,000
Academy Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2001
Percent Owned		100.00%
Gross Leasable Area | property		137,415
Initial cost to the Company, Land		$ 2,406,000
Initial cost to the Company, Building and Improvements		9,623,000
Subsequent cost capitalized	[1]	5,508,000
Gross carrying amount of Land		2,406,000
Gross carrying amount of building and improvements		15,131,000
SEC Schedule III, Real Estate, Gross, Total		17,537,000
Accumulated Depreciation		$ 6,161,000
Academy Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1965
Academy Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2013
Big Y Shopping Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2013
Percent Owned		100.00%
Year built/Year last renovated		2007
Gross Leasable Area | property		101,105
Initial cost to the Company, Land		$ 11,272,000
Initial cost to the Company, Building and Improvements		23,395,000
Subsequent cost capitalized	[1]	356,000
Gross carrying amount of Land		10,268,000
Gross carrying amount of building and improvements		24,755,000
SEC Schedule III, Real Estate, Gross, Total		35,023,000
Accumulated Depreciation		$ 4,846,000
Camp Hill [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2002
Percent Owned		100.00%
Gross Leasable Area | property		430,198
Initial cost to the Company, Land		$ 4,460,000
Initial cost to the Company, Building and Improvements		17,857,000
Subsequent cost capitalized	[1]	40,297,000
Gross carrying amount of Land		4,093,000
Gross carrying amount of building and improvements		58,521,000
SEC Schedule III, Real Estate, Gross, Total		62,614,000
Accumulated Depreciation		$ 22,665,000
Camp Hill [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1958
Camp Hill [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2005
Carmans Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		195,485
Initial cost to the Company, Land		$ 8,539,000
Initial cost to the Company, Building and Improvements		35,804,000
Subsequent cost capitalized	[1]	17,679,000
Gross carrying amount of Land		8,421,000
Gross carrying amount of building and improvements		53,601,000
SEC Schedule III, Real Estate, Gross, Total		62,022,000
Accumulated Depreciation		$ 13,224,000
Carmans Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1954
Carmans Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2007
Christina Crossing [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2017
Percent Owned		100.00%
Year built/Year last renovated		2008
Gross Leasable Area | property		119,446
Initial cost to the Company, Land		$ 4,341,000
Initial cost to the Company, Building and Improvements		23,227,000
Subsequent cost capitalized	[1]	1,502,000
Gross carrying amount of Land		4,341,000
Gross carrying amount of building and improvements		24,729,000
SEC Schedule III, Real Estate, Gross, Total		29,070,000
Accumulated Depreciation		$ 2,618,000
Coliseum Marketplace [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		106,648
Initial cost to the Company, Land		$ 2,924,000
Initial cost to the Company, Building and Improvements		14,416,000
Subsequent cost capitalized	[1]	5,616,000
Gross carrying amount of Land		3,586,000
Gross carrying amount of building and improvements		19,370,000
SEC Schedule III, Real Estate, Gross, Total		22,956,000
Accumulated Depreciation		$ 7,930,000
Coliseum Marketplace [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1987
Coliseum Marketplace [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2012
Colonial Commons [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2011
Percent Owned		100.00%
Gross Leasable Area | property		410,432
Initial cost to the Company, Land		$ 9,367,000
Initial cost to the Company, Building and Improvements		37,496,000
Subsequent cost capitalized	[1]	7,812,000
Gross carrying amount of Land		9,367,000
Gross carrying amount of building and improvements		45,308,000
SEC Schedule III, Real Estate, Gross, Total		54,675,000
Accumulated Depreciation		$ 14,817,000
Colonial Commons [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2011
Colonial Commons [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2013
Crossroads II [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2008
Percent Owned		60.00%
Year built/Year last renovated		2009
Gross Leasable Area | property		133,717
Initial cost to the Company, Land		$ 15,383,000
Subsequent cost capitalized	[1]	29,714,000
Gross carrying amount of Land		17,671,000
Gross carrying amount of building and improvements		27,426,000
SEC Schedule III, Real Estate, Gross, Total		45,097,000
Accumulated Depreciation		$ 7,380,000
East River Park [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2015
Percent Owned		100.00%
Gross Leasable Area | property		150,038
Initial cost to the Company, Land		$ 9,143,000
Initial cost to the Company, Building and Improvements		30,893,000
Subsequent cost capitalized	[1]	5,173,000
Gross carrying amount of Land		9,398,000
Gross carrying amount of building and improvements		35,811,000
SEC Schedule III, Real Estate, Gross, Total		45,209,000
Accumulated Depreciation		$ 5,523,000
East River Park [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1946
East River Park [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1996
Elmhurst Square [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2006
Percent Owned		100.00%
Gross Leasable Area | property		66,254
Initial cost to the Company, Land		$ 1,371,000
Initial cost to the Company, Building and Improvements		5,994,000
Subsequent cost capitalized	[1]	1,223,000
Gross carrying amount of Land		1,371,000
Gross carrying amount of building and improvements		7,217,000
SEC Schedule III, Real Estate, Gross, Total		8,588,000
Accumulated Depreciation		$ 2,410,000
Elmhurst Square [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1961
Elmhurst Square [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1983
Fairview Commons [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		52,964
Initial cost to the Company, Land		$ 858,000
Initial cost to the Company, Building and Improvements		3,568,000
Subsequent cost capitalized	[1]	381,000
Gross carrying amount of Land		858,000
Gross carrying amount of building and improvements		3,949,000
SEC Schedule III, Real Estate, Gross, Total		4,807,000
Accumulated Depreciation		$ 1,312,000
Fairview Commons [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1976
Fairview Commons [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2003
Fieldstone Marketplace [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Percent Owned		100.00%
Gross Leasable Area | property		150,123
Initial cost to the Company, Land		$ 5,229,000
Initial cost to the Company, Building and Improvements		21,440,000
Subsequent cost capitalized	[1]	3,269,000
Gross carrying amount of Land		5,167,000
Gross carrying amount of building and improvements		24,771,000
SEC Schedule III, Real Estate, Gross, Total		29,938,000
Accumulated Depreciation		$ 9,926,000
Fieldstone Marketplace [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Year built/Year last renovated		1988
Fieldstone Marketplace [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2012
Year built/Year last renovated		2003
Fishtown Crossing (f/k/a Port Richmond Village) [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2001
Percent Owned		100.00%
Year built/Year last renovated		1988
Gross Leasable Area | property		120,375
Initial cost to the Company, Land		$ 2,942,000
Initial cost to the Company, Building and Improvements		11,769,000
Subsequent cost capitalized	[1]	2,679,000
Gross carrying amount of Land		2,843,000
Gross carrying amount of building and improvements		14,547,000
SEC Schedule III, Real Estate, Gross, Total		17,390,000
Accumulated Depreciation		$ 5,087,000
Franklin Village Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Percent Owned	[3]	100.00%
Gross Leasable Area | property	[3]	303,524
Initial cost to the Company, Land	[3]	$ 14,270,000
Initial cost to the Company, Building and Improvements	[3]	61,915,000
Subsequent cost capitalized	[1],[3]	5,929,000
Gross carrying amount of Land	[3]	14,681,000
Gross carrying amount of building and improvements	[3]	67,433,000
SEC Schedule III, Real Estate, Gross, Total	[3]	82,114,000
Accumulated Depreciation	[3]	$ 16,974,000
Franklin Village Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired	[3]	2004
Year built/Year last renovated	[3]	1987
Franklin Village Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired	[3]	2012
Year built/Year last renovated	[3]	2005
General Booth Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Year built/Year last renovated		1985
Gross Leasable Area | property		71,639
Initial cost to the Company, Land		$ 1,935,000
Initial cost to the Company, Building and Improvements		9,493,000
Subsequent cost capitalized	[1]	(164,000)
Gross carrying amount of Land		1,935,000
Gross carrying amount of building and improvements		9,329,000
SEC Schedule III, Real Estate, Gross, Total		11,264,000
Accumulated Depreciation		$ 3,223,000
Girard Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2019
Percent Owned		100.00%
Gross Leasable Area | property		35,688
Initial cost to the Company, Land		$ 4,685,000
Initial cost to the Company, Building and Improvements		4,648,000
Gross carrying amount of Land		4,685,000
Gross carrying amount of building and improvements		4,648,000
SEC Schedule III, Real Estate, Gross, Total		9,333,000
Accumulated Depreciation		$ 160,000
Glen Allen Shopping Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Year built/Year last renovated		2000
Gross Leasable Area | property		63,328
Initial cost to the Company, Land		$ 6,769,000
Initial cost to the Company, Building and Improvements		683,000
Subsequent cost capitalized	[1]	(180,000)
Gross carrying amount of Land		5,367,000
Gross carrying amount of building and improvements		1,905,000
SEC Schedule III, Real Estate, Gross, Total		7,272,000
Accumulated Depreciation		$ 664,000
Gold Star Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2006
Percent Owned		100.00%
Year built/Year last renovated		1988
Gross Leasable Area | property		71,720
Initial cost to the Company, Land		$ 1,644,000
Initial cost to the Company, Building and Improvements		6,519,000
Subsequent cost capitalized	[1]	712,000
Gross carrying amount of Land		1,644,000
Gross carrying amount of building and improvements		7,231,000
SEC Schedule III, Real Estate, Gross, Total		8,875,000
Accumulated Depreciation		$ 3,224,000
Golden Triangle [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		202,790
Initial cost to the Company, Land		$ 2,320,000
Initial cost to the Company, Building and Improvements		9,713,000
Subsequent cost capitalized	[1]	10,661,000
Gross carrying amount of Land		2,320,000
Gross carrying amount of building and improvements		20,374,000
SEC Schedule III, Real Estate, Gross, Total		22,694,000
Accumulated Depreciation		$ 9,818,000
Golden Triangle [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1960
Golden Triangle [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2005
Groton Shopping Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Year built/Year last renovated		1969
Gross Leasable Area | property		130,264
Initial cost to the Company, Land		$ 3,070,000
Initial cost to the Company, Building and Improvements		12,320,000
Subsequent cost capitalized	[1]	8,513,000
Gross carrying amount of Land		3,113,000
Gross carrying amount of building and improvements		20,790,000
SEC Schedule III, Real Estate, Gross, Total		23,903,000
Accumulated Depreciation		$ 5,763,000
Halifax Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Year built/Year last renovated		1994
Gross Leasable Area | property		51,510
Initial cost to the Company, Land		$ 1,412,000
Initial cost to the Company, Building and Improvements		5,799,000
Subsequent cost capitalized	[1]	551,000
Gross carrying amount of Land		1,347,000
Gross carrying amount of building and improvements		6,415,000
SEC Schedule III, Real Estate, Gross, Total		7,762,000
Accumulated Depreciation		$ 2,900,000
Hamburg Square [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2004
Percent Owned		100.00%
Gross Leasable Area | property		102,058
Initial cost to the Company, Land		$ 1,153,000
Initial cost to the Company, Building and Improvements		4,678,000
Subsequent cost capitalized	[1]	6,302,000
Gross carrying amount of Land		1,153,000
Gross carrying amount of building and improvements		10,980,000
SEC Schedule III, Real Estate, Gross, Total		12,133,000
Accumulated Depreciation		$ 3,871,000
Hamburg Square [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1993
Hamburg Square [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2010
Jordan Lane [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		177,504
Initial cost to the Company, Land		$ 4,291,000
Initial cost to the Company, Building and Improvements		21,176,000
Subsequent cost capitalized	[1]	883,000
Gross carrying amount of Land		4,291,000
Gross carrying amount of building and improvements		22,059,000
SEC Schedule III, Real Estate, Gross, Total		26,350,000
Accumulated Depreciation		$ 8,143,000
Jordan Lane [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1969
Jordan Lane [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1991
Kempsville Crossing [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		78,162
Initial cost to the Company, Land		$ 2,207,000
Initial cost to the Company, Building and Improvements		11,000,000
Subsequent cost capitalized	[1]	(2,757,000)
Gross carrying amount of Land		2,207,000
Gross carrying amount of building and improvements		8,243,000
SEC Schedule III, Real Estate, Gross, Total		10,450,000
Accumulated Depreciation		$ 3,145,000
Kempsville Crossing [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1985
Kempsville Crossing [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2013
Kings Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		168,243
Initial cost to the Company, Land		$ 2,413,000
Initial cost to the Company, Building and Improvements		12,604,000
Subsequent cost capitalized	[1]	1,688,000
Gross carrying amount of Land		2,408,000
Gross carrying amount of building and improvements		14,297,000
SEC Schedule III, Real Estate, Gross, Total		16,705,000
Accumulated Depreciation		$ 4,007,000
Kings Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1970
Kings Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1994
Lawndale Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2015
Percent Owned		100.00%
Year built/Year last renovated		1998
Gross Leasable Area | property		92,773
Initial cost to the Company, Land		$ 3,635,000
Initial cost to the Company, Building and Improvements		21,854,000
Subsequent cost capitalized	[1]	968,000
Gross carrying amount of Land		3,635,000
Gross carrying amount of building and improvements		22,822,000
SEC Schedule III, Real Estate, Gross, Total		26,457,000
Accumulated Depreciation		$ 4,123,000
Meadows Marketplace [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Percent Owned		100.00%
Year built/Year last renovated		2005
Gross Leasable Area | property		91,518
Initial cost to the Company, Land		$ 1,914,000
Subsequent cost capitalized	[1]	11,648,000
Gross carrying amount of Land		1,914,000
Gross carrying amount of building and improvements		11,648,000
SEC Schedule III, Real Estate, Gross, Total		13,562,000
Accumulated Depreciation		$ 4,019,000
Meadows Marketplace [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2004
Meadows Marketplace [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2012
Metro Square [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2008
Percent Owned		100.00%
Year built/Year last renovated		1999
Gross Leasable Area | property		71,896
Initial cost to the Company, Land		$ 3,121,000
Initial cost to the Company, Building and Improvements		12,341,000
Subsequent cost capitalized	[1]	(221,000)
Gross carrying amount of Land		5,250,000
Gross carrying amount of building and improvements		9,991,000
SEC Schedule III, Real Estate, Gross, Total		15,241,000
Accumulated Depreciation		$ 3,282,000
Newport Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Year built/Year last renovated		1996
Gross Leasable Area | property		64,489
Initial cost to the Company, Land		$ 1,721,000
Initial cost to the Company, Building and Improvements		7,758,000
Subsequent cost capitalized	[1]	555,000
Gross carrying amount of Land		1,682,000
Gross carrying amount of building and improvements		8,352,000
SEC Schedule III, Real Estate, Gross, Total		10,034,000
Accumulated Depreciation		$ 3,682,000
New London Mall [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2009
Percent Owned		100.00%
Gross Leasable Area | property		259,566
Initial cost to the Company, Land		$ 14,891,000
Initial cost to the Company, Building and Improvements		24,967,000
Subsequent cost capitalized	[1]	4,688,000
Gross carrying amount of Land		8,807,000
Gross carrying amount of building and improvements		35,739,000
SEC Schedule III, Real Estate, Gross, Total		44,546,000
Accumulated Depreciation		$ 14,163,000
New London Mall [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1967
New London Mall [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1997
Northside Commons [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2008
Percent Owned		100.00%
Year built/Year last renovated		2009
Gross Leasable Area | property		69,136
Initial cost to the Company, Land		$ 3,332,000
Subsequent cost capitalized	[1]	10,035,000
Gross carrying amount of Land		3,379,000
Gross carrying amount of building and improvements		9,988,000
SEC Schedule III, Real Estate, Gross, Total		13,367,000
Accumulated Depreciation		$ 2,599,000
Norwood Shopping Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2006
Percent Owned		100.00%
Gross Leasable Area | property		97,756
Initial cost to the Company, Land		$ 1,874,000
Initial cost to the Company, Building and Improvements		8,453,000
Subsequent cost capitalized	[1]	799,000
Gross carrying amount of Land		1,874,000
Gross carrying amount of building and improvements		9,252,000
SEC Schedule III, Real Estate, Gross, Total		11,126,000
Accumulated Depreciation		$ 3,179,000
Norwood Shopping Center [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1965
Norwood Shopping Center [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2013
Oak Ridge Shopping Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2006
Percent Owned		100.00%
Year built/Year last renovated		2000
Gross Leasable Area | property		38,700
Initial cost to the Company, Land		$ 960,000
Initial cost to the Company, Building and Improvements		4,254,000
Subsequent cost capitalized	[1]	440,000
Gross carrying amount of Land		960,000
Gross carrying amount of building and improvements		4,694,000
SEC Schedule III, Real Estate, Gross, Total		5,654,000
Accumulated Depreciation		$ 1,743,000
Oakland Commons [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		90,100
Initial cost to the Company, Land		$ 2,504,000
Initial cost to the Company, Building and Improvements		15,662,000
Subsequent cost capitalized	[1]	(344,000)
Gross carrying amount of Land		2,504,000
Gross carrying amount of building and improvements		15,318,000
SEC Schedule III, Real Estate, Gross, Total		17,822,000
Accumulated Depreciation		$ 5,516,000
Oakland Commons [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1962
Oakland Commons [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2013
Oakland Mills [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		59,308
Initial cost to the Company, Land		$ 1,611,000
Initial cost to the Company, Building and Improvements		6,292,000
Subsequent cost capitalized	[1]	1,197,000
Gross carrying amount of Land		1,611,000
Gross carrying amount of building and improvements		7,489,000
SEC Schedule III, Real Estate, Gross, Total		9,100,000
Accumulated Depreciation		$ 2,950,000
Oakland Mills [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1960
Oakland Mills [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2004
Palmyra Shopping Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		111,051
Initial cost to the Company, Land		$ 1,488,000
Initial cost to the Company, Building and Improvements		6,566,000
Subsequent cost capitalized	[1]	2,008,000
Gross carrying amount of Land		1,488,000
Gross carrying amount of building and improvements		8,574,000
SEC Schedule III, Real Estate, Gross, Total		10,062,000
Accumulated Depreciation		$ 3,506,000
Palmyra Shopping Center [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1960
Palmyra Shopping Center [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2012
Pine Grove Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		86,089
Initial cost to the Company, Land		$ 2,010,000
Initial cost to the Company, Building and Improvements		6,489,000
Subsequent cost capitalized	[1]	1,028,000
Gross carrying amount of Land		2,010,000
Gross carrying amount of building and improvements		7,517,000
SEC Schedule III, Real Estate, Gross, Total		9,527,000
Accumulated Depreciation		$ 3,178,000
Pine Grove Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2001
Pine Grove Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2002
Quartermaster Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2014
Percent Owned		100.00%
Year built/Year last renovated		2004
Gross Leasable Area | property		456,602
Initial cost to the Company, Land		$ 37,031,000
Initial cost to the Company, Building and Improvements		54,210,000
Subsequent cost capitalized	[1]	2,870,000
Gross carrying amount of Land		37,031,000
Gross carrying amount of building and improvements		57,080,000
SEC Schedule III, Real Estate, Gross, Total		94,111,000
Accumulated Depreciation		$ 10,890,000
River View Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		189,032
Initial cost to the Company, Land		$ 9,718,000
Initial cost to the Company, Building and Improvements		40,356,000
Subsequent cost capitalized	[1]	8,587,000
Gross carrying amount of Land		10,872,000
Gross carrying amount of building and improvements		47,789,000
SEC Schedule III, Real Estate, Gross, Total		58,661,000
Accumulated Depreciation		$ 19,081,000
River View Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1991
River View Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1998
San Souci Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2009
Percent Owned		40.00%
Gross Leasable Area | property		264,134
Initial cost to the Company, Land		$ 14,849,000
Initial cost to the Company, Building and Improvements		18,445,000
Subsequent cost capitalized	[1]	5,114,000
Gross carrying amount of Land		13,406,000
Gross carrying amount of building and improvements		25,002,000
SEC Schedule III, Real Estate, Gross, Total		38,408,000
Accumulated Depreciation		$ 12,243,000
San Souci Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1985
San Souci Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1997
Senator Square [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2018
Percent Owned		100.00%
Gross Leasable Area | property		61,691
Initial cost to the Company, Building and Improvements		$ 5,327,000
Subsequent cost capitalized	[1]	356,000
Gross carrying amount of building and improvements		5,683,000
SEC Schedule III, Real Estate, Gross, Total		5,683,000
Accumulated Depreciation		$ 668,000
Senator Square [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1946
Senator Square [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2005
Shoppes at Arts District [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2016
Percent Owned		100.00%
Year built/Year last renovated		2011
Gross Leasable Area | property		35,676
Initial cost to the Company, Land		$ 2,247,000
Initial cost to the Company, Building and Improvements		18,616,000
Subsequent cost capitalized	[1]	68,000
Gross carrying amount of Land		2,247,000
Gross carrying amount of building and improvements		18,684,000
SEC Schedule III, Real Estate, Gross, Total		20,931,000
Accumulated Depreciation		$ 2,665,000
South Philadelphia [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		194,435
Initial cost to the Company, Land		$ 8,222,000
Initial cost to the Company, Building and Improvements		36,314,000
Subsequent cost capitalized	[1]	12,432,000
Gross carrying amount of Land		10,363,000
Gross carrying amount of building and improvements		46,605,000
SEC Schedule III, Real Estate, Gross, Total		56,968,000
Accumulated Depreciation		$ 20,638,000
South Philadelphia [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1950
South Philadelphia [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2003
Southington Center [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		155,842
Initial cost to the Company, Building and Improvements		$ 11,834,000
Subsequent cost capitalized	[1]	1,007,000
Gross carrying amount of building and improvements		12,841,000
SEC Schedule III, Real Estate, Gross, Total		12,841,000
Accumulated Depreciation		$ 5,033,000
Southington Center [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1972
Southington Center [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2000
Swede Square [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		100,816
Initial cost to the Company, Land		$ 2,268,000
Initial cost to the Company, Building and Improvements		6,232,000
Subsequent cost capitalized	[1]	6,475,000
Gross carrying amount of Land		2,272,000
Gross carrying amount of building and improvements		12,703,000
SEC Schedule III, Real Estate, Gross, Total		14,975,000
Accumulated Depreciation		$ 5,947,000
Swede Square [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1980
Swede Square [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2012
The Brickyard [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2004
Percent Owned		100.00%
Gross Leasable Area | property		227,598
Initial cost to the Company, Land		$ 7,632,000
Initial cost to the Company, Building and Improvements		29,308,000
Subsequent cost capitalized	[1]	4,846,000
Gross carrying amount of Land		7,648,000
Gross carrying amount of building and improvements		34,138,000
SEC Schedule III, Real Estate, Gross, Total		41,786,000
Accumulated Depreciation		$ 11,879,000
The Brickyard [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1990
The Brickyard [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2012
The Point [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2000
Percent Owned		100.00%
Gross Leasable Area | property		262,620
Initial cost to the Company, Land		$ 2,700,000
Initial cost to the Company, Building and Improvements		10,800,000
Subsequent cost capitalized	[1]	18,537,000
Gross carrying amount of Land		2,996,000
Gross carrying amount of building and improvements		29,041,000
SEC Schedule III, Real Estate, Gross, Total		32,037,000
Accumulated Depreciation		$ 11,669,000
The Point [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1972
The Point [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2012
The Shops at Bloomfield Station [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2016
Percent Owned		100.00%
Year built/Year last renovated		2015
Gross Leasable Area | property		63,844
Initial cost to the Company, Land		$ 625,000
Initial cost to the Company, Building and Improvements		17,674,000
Subsequent cost capitalized	[1]	354,000
Gross carrying amount of Land		625,000
Gross carrying amount of building and improvements		18,028,000
SEC Schedule III, Real Estate, Gross, Total		18,653,000
Accumulated Depreciation		$ 2,147,000
The Shops at Suffolk Downs [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		121,187
Initial cost to the Company, Land		$ 7,580,000
Initial cost to the Company, Building and Improvements		11,089,000
Subsequent cost capitalized	[1]	10,449,000
Gross carrying amount of Land		7,580,000
Gross carrying amount of building and improvements		21,538,000
SEC Schedule III, Real Estate, Gross, Total		29,118,000
Accumulated Depreciation		$ 7,303,000
The Shops at Suffolk Downs [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2005
The Shops at Suffolk Downs [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2011
Timpany Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		182,799
Initial cost to the Company, Land		$ 3,412,000
Initial cost to the Company, Building and Improvements		19,240,000
Subsequent cost capitalized	[1]	1,861,000
Gross carrying amount of Land		3,368,000
Gross carrying amount of building and improvements		21,145,000
SEC Schedule III, Real Estate, Gross, Total		24,513,000
Accumulated Depreciation		$ 6,348,000
Timpany Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1970
Timpany Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1989
Trexler Mall [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2005
Percent Owned		100.00%
Gross Leasable Area | property		337,297
Initial cost to the Company, Land		$ 6,932,000
Initial cost to the Company, Building and Improvements		32,815,000
Subsequent cost capitalized	[1]	9,466,000
Gross carrying amount of Land		6,932,000
Gross carrying amount of building and improvements		42,281,000
SEC Schedule III, Real Estate, Gross, Total		49,213,000
Accumulated Depreciation		$ 15,669,000
Trexler Mall [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1973
Trexler Mall [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2013
Trexlertown Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2006
Percent Owned		100.00%
Gross Leasable Area | property		325,171
Initial cost to the Company, Land		$ 13,349,000
Initial cost to the Company, Building and Improvements		23,867,000
Subsequent cost capitalized	[1]	30,644,000
Gross carrying amount of Land		13,351,000
Gross carrying amount of building and improvements		54,509,000
SEC Schedule III, Real Estate, Gross, Total		67,860,000
Accumulated Depreciation		$ 13,220,000
Trexlertown Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1990
Trexlertown Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2011
Valley Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2003
Percent Owned		100.00%
Gross Leasable Area | property		190,939
Initial cost to the Company, Land		$ 1,950,000
Initial cost to the Company, Building and Improvements		7,766,000
Subsequent cost capitalized	[1]	1,874,000
Gross carrying amount of Land		1,950,000
Gross carrying amount of building and improvements		9,640,000
SEC Schedule III, Real Estate, Gross, Total		11,590,000
Accumulated Depreciation		$ 4,145,000
Valley Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1975
Valley Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1994
Washington Center Shoppes [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2001
Percent Owned		100.00%
Gross Leasable Area | property		157,394
Initial cost to the Company, Land		$ 2,061,000
Initial cost to the Company, Building and Improvements		7,314,000
Subsequent cost capitalized	[1]	5,522,000
Gross carrying amount of Land		2,000,000
Gross carrying amount of building and improvements		12,897,000
SEC Schedule III, Real Estate, Gross, Total		14,897,000
Accumulated Depreciation		$ 5,921,000
Washington Center Shoppes [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1979
Washington Center Shoppes [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1995
Webster Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		98,984
Initial cost to the Company, Land		$ 3,551,000
Initial cost to the Company, Building and Improvements		18,412,000
Subsequent cost capitalized	[1]	4,035,000
Gross carrying amount of Land		4,082,000
Gross carrying amount of building and improvements		21,916,000
SEC Schedule III, Real Estate, Gross, Total		25,998,000
Accumulated Depreciation		$ 6,668,000
Webster Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1960
Webster Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2004
Yorktowne Plaza [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year acquired		2007
Percent Owned		100.00%
Gross Leasable Area | property		138,843
Initial cost to the Company, Land		$ 5,940,000
Initial cost to the Company, Building and Improvements		25,505,000
Subsequent cost capitalized	[1]	1,676,000
Gross carrying amount of Land		5,801,000
Gross carrying amount of building and improvements		27,320,000
SEC Schedule III, Real Estate, Gross, Total		33,121,000
Accumulated Depreciation		$ 9,824,000
Yorktowne Plaza [Member] | Minimum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		1970
Yorktowne Plaza [Member] | Maximum [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Year built/Year last renovated		2000
Other [Member]
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]
Percent Owned		100.00%
Initial cost to the Company, Land		$ 1,965,000
Subsequent cost capitalized	[1]	1,598,000
Gross carrying amount of Land		877,000
Gross carrying amount of building and improvements		2,686,000
SEC Schedule III, Real Estate, Gross, Total		3,563,000
Accumulated Depreciation		$ 172,000

[1] Negative amounts represent write-offs of fully depreciated assets.

[2] At December 31, 2019, the aggregate cost for federal income tax purposes was approximately $5.7 million greater than the Company's recorded values.

[3] Amount of encumbrance totals $46.7 million at December 31, 2019.

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Schedule of Principal Payments on Mortgage Loan Payable, Finance Lease Obligation, Unsecured Term Loans, and Unsecured Credit Facility) (Details) - USD ($)			12 Months Ended
		Sep. 08, 2017	Dec. 31, 2019	Dec. 31, 2018
Debt Instrument, Gross
2020			$ 1,067,000
2021			182,109,000
2022			151,153,000
2023			101,199,000
2024			76,247,000
Thereafter			121,569,000
Total			633,344,000
Unamortized Debt Issuance Costs
2020			(767,000)
2021			(648,000)
2022			(499,000)
2023			(274,000)
2024			(207,000)
Thereafter			(374,000)
Unamortized Debt Issuance Costs			(2,769,000)	$ (3,536,000)
Debt Instrument, Net
2020			300,000
2021			181,461,000
2022			150,654,000
2023			100,925,000
2024			76,040,000
Thereafter			121,195,000
Total debt			630,575,000
Revolving Credit Facility [Member]
Debt Instrument, Gross
2021	[1]		106,000,000
Total			$ 106,000,000
Debt Instrument, Net
Line of credit facility extension allowed period		1 year	1 year
Term Loan [Member]
Debt Instrument, Gross
2021			$ 75,000,000
2022			150,000,000
2023			100,000,000
2024			75,000,000
Thereafter			75,000,000
Total			475,000,000
Mortgage Loans Payable [Member]
Debt Instrument, Gross
2020			1,034,000
2021			1,074,000
2022			1,116,000
2023			1,160,000
2024			1,206,000
Thereafter			41,089,000
Total			46,679,000
Finance Lease Obligation [Member]
Debt Instrument, Gross
2020			33,000
2021			35,000
2022			37,000
2023			39,000
2024			41,000
Thereafter			5,480,000
Total			$ 5,665,000

[1] The revolving credit facility is subject to a one-year extension at the Company's option.

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Schedule of Debt and Finance Lease Obligations Related to Continuing Operations) (Parenthetical) (Details)		3 Months Ended	12 Months Ended
	Sep. 08, 2017	Mar. 31, 2020	Dec. 31, 2019
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Basis spread on borrowings variable rate			1.35%
Line of credit facility extension allowed period	1 year		1 year
Revolving Credit Facility [Member] | Minimum [Member]
Debt Instrument [Line Items]
Basis spread on borrowings variable rate	1.35%
Revolving Credit Facility [Member] | Maximum [Member]
Debt Instrument [Line Items]
Basis spread on borrowings variable rate	1.95%
Revolving Credit Facility [Member] | Unsecured credit facility [Member] | Scenario Forecast [Member]
Debt Instrument [Line Items]
Basis spread on borrowings variable rate		0.14%
Revolving Credit Facility [Member] | Unsecured credit facility [Member] | Minimum [Member] | Scenario Forecast [Member]
Debt Instrument [Line Items]
Basis spread on borrowings variable rate		0.10%
Revolving Credit Facility [Member] | Unsecured credit facility [Member] | Maximum [Member] | Scenario Forecast [Member]
Debt Instrument [Line Items]
Basis spread on borrowings variable rate		0.15%
Term Loan Four [Member] | Interest Rate Swap [Member]
Debt Instrument [Line Items]
Expiration period			2020-02
Effective interest rate			3.20%

XML

Other Assets and Deferred Charges, Net (Components of Other Assets and Deferred Charges, Net) (Details) - USD ($)	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2018
Deferred Costs And Other Assets [Line Items]
Lease origination costs	$ 19,947,000		$ 21,623,000
Right-of-use assets	13,638,000	$ 14,600,000
Interest rate swaps	136,000		8,871,000
Prepaid expenses	6,048,000		5,790,000
Unsecured revolving credit facility financing costs	2,769,000		3,536,000
Leasehold improvements, furniture and fixtures	200,000		359,000
Investments related to deferred compensation liabilities	823,000		616,000
Other	326,000		1,756,000
Total other assets and deferred charges, net	42,139,000		40,642,000
Intangible Lease Assets [Member]
Deferred Costs And Other Assets [Line Items]
Deferred charges, net	6,600,000		7,500,000
Cost of intangible lease assets	19,900,000		19,900,000
Accumulated amortization of intangible lease assets	13,300,000		12,400,000
Unsecured Revolving Credit Facility [Member]
Deferred Costs And Other Assets [Line Items]
Unsecured revolving credit facility financing costs	1,021,000		$ 1,627,000
Accumulated amortization of intangible lease assets	$ 32,800,000

XML

Real Estate (Real Estate and Accumulated Depreciation) (Details) - USD ($)		12 Months Ended
		Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Cost
Balance, beginning of year		$ 1,508,682,000	$ 1,534,599,000
Properties transferred to held for sale		(36,265,000)	(61,505,000)	$ (15,971,000)
Property acquisitions		9,333,000	6,481,000	30,997,000
Asset write-offs		(3,633,000)
Improvements and betterments		37,089,000	29,107,000	29,752,000
Balance, end of the year		1,515,206,000	1,508,682,000	1,534,599,000
Accumulated depreciation
Balance, beginning of the year		361,969,000	341,943,000
Properties transferred held for sale		(10,143,000)	(14,886,000)	(4,131,000)
Asset write-offs		(3,107,000)
Depreciation expense	[1]	41,142,000	34,912,000	36,328,000
Balance, end of the year		389,861,000	361,969,000	341,943,000
Net book value		$ 1,125,345,000	$ 1,146,713,000	$ 1,192,656,000

[1] Depreciation is provided over the estimated useful lives of the buildings and improvements, which range from 3 to 40 years.

XML

Fair Value Measurements (Schedule of Assets and Liabilities Measured at a Fair Value on Recurring Basis) (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments related to deferred compensation liabilities	$ 823,000	$ 616,000
Interest rate swaps asset	136,000	8,871,000
Recurring Basis [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments related to deferred compensation liabilities	823,000	616,000
Deferred compensation liabilities	824,000	610,000
Interest rate swaps asset	136,000	8,871,000
Interest rate swaps liability	7,180,000	1,576,000
Recurring Basis [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments related to deferred compensation liabilities	823,000	616,000
Deferred compensation liabilities	824,000	610,000
Recurring Basis [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps asset	136,000	8,871,000
Interest rate swaps liability	$ 7,180,000	$ 1,576,000

XML

Commitments and Contingencies (Summary of Reconciliation of Undiscounted Future Minimum Lease Payments for its Ground Lease and Executive Office Lease Agreements to Right-of-Use Liabilities) (Details)	Dec. 31, 2019 USD ($)
Commitments And Contingencies Disclosure [Abstract]
2020	$ 1,095,000
2021	956,000
2022	955,000
2023	956,000
2024	956,000
Thereafter	29,511,000
Total undiscounted future minimum lease payments	34,429,000
Future minimum lease payments, discount	(20,651,000)
Right-of-use liabilities	$ 13,778,000

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Effect of Derivative Financial Instruments on Consolidated Statements of Operations and Consolidated Statements of Equity) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Designation/Cash Flow [Member] | Interest Rate Swap [Member]
Derivative Instruments Gain Loss [Line Items]
(Loss) gain recognized in other comprehensive (loss) income (effective portion)	$ (13,090,000)	$ 2,185,000	$ 2,492,000
Continuing Operations [Member]
Derivative Instruments Gain Loss [Line Items]
Gain (loss) recognized in other comprehensive (loss) income reclassified into earnings (effective portion)	$ 1,196,000	$ 667,000	$ (2,345,000)

XML

Revenues (Schedule of Rent Revenues) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Revenues [Abstract]
Base rents	$ 105,041,000	$ 107,630,000	$ 108,998,000
Expense recoveries	33,475,000	33,378,000	31,220,000
Percentage rent	971,000	725,000	896,000
Straight-line rents	405,000	1,142,000	864,000
Amortization of intangible lease liabilities, net	2,827,000	4,361,000	2,518,000
Total rents	$ 142,719,000	$ 147,236,000	$ 144,496,000

XML

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Principles of Consolidation/Basis of Preparation

Principles of Consolidation/Basis of Preparation

The consolidated financial statements include the accounts and operations of the Company, the Operating Partnership, its subsidiaries, and certain joint venture partnerships in which it participates. The Company consolidates all variable interest entities (“VIEs”) for which it is the primary beneficiary. Generally, a VIE is an entity with one or more of the following characteristics: (1) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (2) as a group, the holders of the equity investment at risk (a) lack the power through voting or similar rights to make decisions about the entity’s activities that significantly impact the entity’s performance, (b) have no obligation to absorb the expected losses of the entity, or (c) have no right to receive the expected residual returns of the entity, or (3) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately fewer voting rights. A VIE is required to be consolidated by its primary beneficiary. The primary beneficiary of a VIE has (1) the power to direct the activities that most significantly impact the entity’s economic performance, and (2) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. Significant judgments related to these determinations include estimates about the current and future fair values, performance of real estate held by these VIEs, and general market conditions.

The Financial Accounting Standards Board (“FASB”) issued guidance which amended the consolidation requirements, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under the analysis, limited partnerships and other similar entities will be considered variable interest entities unless the limited partners hold substantive kick-out rights or participating rights. The guidance was adopted on January 1, 2016. The Company evaluated its existing joint venture property at San Souci Plaza based on the new guidance, determined the entity to be a variable interest entity, and continued to consolidate the entity. At December 31, 2019, this VIE owned real estate with a carrying value of $26.2 million and no mortgage loan payable.

The Company has a 60%-owned joint venture originally formed to develop the project known as Crossroads II. This joint venture is consolidated as it is deemed to be a VIE and the Company is the primary beneficiary. The Company (1) guaranteed all related debt, (2) does not require its partners to fund additional capital requirements, (3) has an economic interest greater than its voting proportion and (4) directs the management activities that significantly impact the performance of the joint venture. At December 31, 2019, this VIE owned real estate with a carrying value of $37.6 million and no mortgage loan payable.  

The accompanying financial statements are prepared on the accrual basis in accordance with accounting principles generally accepted in the United States (“GAAP”), which requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. Actual results could differ from these estimates.

Real Estate Investments

Real Estate Investments

Real estate investments are carried at cost less accumulated depreciation. The provision for depreciation is calculated using the straight-line method based upon the estimated useful lives of the respective assets of between 3 and 40 years, with buildings being depreciated at the upper end of the range. Depreciation expense amounted to $41.8 million, $36.1 million and $36.5 million for 2019, 2018 and 2017, respectively. Expenditures for betterments that substantially extend the useful lives of the assets are capitalized. Expenditures for maintenance, repairs, and betterments that do not substantially prolong the normal useful life of an asset are charged to operations as incurred.

Real estate investments include costs of development and redevelopment activities, and construction in progress. Capitalized costs, including interest and other carrying costs during the construction and/or renovation periods, are included in the cost of the related asset and charged to operations through depreciation over the asset’s estimated useful life. A variety of costs are incurred in the development and leasing of a property, such as pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs, and other costs incurred during the period of development. After a determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. The Company ceases capitalization on the portions substantially completed and occupied, or held available for occupancy, and capitalizes only those costs associated with the portions under development. The Company considers a construction project to be substantially completed and held available for occupancy upon the completion of tenant improvements, but not later than one year from cessation of major construction activity.

The Company allocates the fair value of real estate acquired to land, buildings and improvements. In addition, the fair value of in-place leases is allocated to intangible lease assets and liabilities. The fair value of the tangible assets of an acquired property is determined by valuing the property as if it were vacant, which value is then allocated to land, buildings and improvements based on management’s determination of the fair values of these assets. In valuing an acquired property’s intangibles, factors considered by management include an estimate of carrying costs during the expected lease-up periods, such as real estate taxes, insurance, other operating expenses, and estimates of lost rental revenue during the expected lease-up periods based on its evaluation of current market demand. Management also estimates costs to execute similar leases, including leasing commissions, tenant improvements, legal and other related costs.

The values of acquired above-market and below-market leases are recorded based on the present values (using discount rates which reflect the risks associated with the leases acquired) of the differences between the contractual amounts to be received and management’s estimate of market lease rates, measured over the terms of the respective leases that management deemed appropriate at the time of the acquisitions. Such valuations include consideration of the non-cancellable terms of the respective leases as well as any applicable renewal periods. The fair values associated with below-market rental renewal options are determined based on the Company’s experience and the relevant facts and circumstances that existed at the time of the acquisitions. The values of above-market leases are amortized to rental income over the terms of the respective non-cancelable lease periods. The portion of the values of below-market leases associated with the original non-cancelable lease terms are amortized to rental income over the terms of the respective non-cancelable lease periods.  The portion of the values of the leases associated with below-market renewal options that are likely of exercise are amortized to rental income over the respective renewal periods. The value of other intangible assets (including leasing commissions, tenant improvements, etc.) is amortized to expense over the applicable terms of the respective leases. If a lease were to be terminated prior to its stated expiration or not renewed, all unamortized amounts relating to that lease would be recognized in operations at that time.

Management reviews each real estate investment for impairment whenever events or circumstances indicate that the carrying value of a real estate investment may not be recoverable. The review of recoverability of real estate investments held for use is based on an estimate of the future cash flows that are expected to result from the real estate investment’s use and eventual disposition. These cash flows consider factors such as expected future operating income, trends and prospects, as well as the effects of leasing demand, capital expenditures, competition and other factors. If an impairment event exists due to the projected inability to recover the carrying value of a real estate investment, an impairment loss is recorded to the extent that the carrying value exceeds estimated fair value. 

Effective January 1, 2018, the Company has adopted the guidance on gains and losses from the derecognition of nonfinancial assets. This guidance applies to all nonfinancial assets (including real estate) for which the counterparty is not a customer and also clarifies that all businesses are derecognized using the deconsolidation guidance. Additionally, it defines an in substance nonfinancial asset as a financial asset that is promised to a counterparty in a contract in which substantially all of the fair value of the asset promised in the contract is concentrated in nonfinancial assets, which excludes cash or cash equivalents and liabilities. The Company believes these criteria for all real estate sold were met during 2019 and 2018. Under prior guidance, sales of real estate were recognized only when sufficient down payments had been obtained, possession and other attributes of ownership had been transferred to the buyer and the Company had no significant continuing involvement. The Company believes these criteria were met for all real estate sold during 2017.

Properties Held For Sale

Properties Held For Sale

The Company follows the guidance for reporting discontinued operations, whereby a disposal of an individual property or group of properties is required to be reported in “discontinued operations” only if the disposal represents a strategic shift that has, or will have, a major effect on the Company’s operations and financial results. The results of operations for those properties not meeting such criteria are reported in “continuing operations” in the consolidated statements of operations.

The carrying values of the assets and liabilities of properties determined to be held for sale, principally the net book values of the real estate and the related mortgage loans payable expected to be assumed by the buyers, are reclassified as “held for sale” on the Company’s consolidated balance sheets at the time such determinations are made, on a prospective basis only. In addition, the Company anticipates that sales of all such properties remaining classified as “held for sale” at the balance sheet date will be concluded within one year from such date.

The Company, when applicable, conducts a continuing review of the values for all properties “held for sale” based on final sales prices and sales contracts entered into. Impairment charges/reversals, if applicable, are based on a comparison of the carrying values of the properties with either (1) actual sales prices less costs to sell for properties sold, or contract amounts for properties in the process of being sold, (2) estimated sales prices, less costs to sell, based on discounted cash flow analyses, if no contract amounts are being negotiated (see Note 4 - “Fair Value Measurements”), or (3) with respect to land parcels, estimated sales prices, less costs to sell, based on comparable sales completed in the selected market areas. Prior to the Company’s determination to dispose of properties, which are subsequently reclassified to “held for sale”, the Company performed recoverability analyses based on the estimated undiscounted cash flows that were expected to result from the real estate investments’ use and eventual disposal. The projected undiscounted cash flows of each property reflects that the carrying value of each real estate investment would be recovered. However, as a result of the properties’ meeting the “held for sale” criteria, such properties were written down to the lower of their carrying value and estimated fair values less costs to sell.

Cash and Cash Equivalents / Restricted Cash

Cash and Cash Equivalents / Restricted Cash

Cash and cash equivalents consist of cash in banks and short-term investments with original maturities when purchased of less than ninety days, and include cash at consolidated joint ventures of $0.3 million and $0.2 million at December 31, 2019 and 2018, respectively.

The terms of mortgage loans payable may require the Company to deposit certain replacement and other reserves with its lenders. Such “restricted cash” is generally available only for property-level requirements for which the reserves have been established.

Fair Value Measurements

Fair Value Measurements

The accounting guidance for fair value measurement establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels:

• Level 1 – Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

• Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible while also considering counterparty credit risk in the assessment of fair value.

Revenue Recognition and Receivables

Revenue Recognition and Receivables

Management has determined that all of the Company’s leases with its various tenants are operating leases. Rental income with scheduled rent increases is recognized using the straight-line method over the respective non-cancelable terms of the leases. The aggregate excess of rental revenue recognized on a straight-line basis over the contractual base rents is included in receivables on the consolidated balance sheet. Leases also generally contain provisions under which the tenants reimburse the Company for a portion of property operating expenses and real estate taxes incurred, generally attributable to their respective allocable portions of gross leasable area. Such income is recognized in the periods earned. In addition, a limited number of operating leases contain contingent rent provisions under which tenants are required to pay, as additional rent, a percentage of their sales in excess of a specified amount. The Company defers recognition of contingent rental income until those specified sales targets are met. Revenues also include items such as lease termination fees, which tend to fluctuate more than rents from year to year. Termination fees are fees that the Company has agreed to accept in consideration for permitting certain tenants to terminate their lease prior to the contractual expiration.  The Company recognizes lease termination income when the following conditions are met: (1) the lease termination agreement has been executed, (2) the lease termination fee is determinable, (3) all the Company’s landlord services pursuant to the terminated lease have been rendered, and (4) collectability of the lease termination fee is assured.

In November 2018, the FASB clarified the existing accounting treatment relating to receivables arising from operating leases, stating that such receivables are not within the scope of the expected credit loss standard and that impairment of receivables arising from operating leases should be accounted for in accordance with the recently-adopted lease accounting standard. This required the Company, as of January 1, 2019, to review its existing lease portfolio to determine if all future lease payments are probable of collection and, if the Company determined that all future lease payments are not probable of collection, the Company will account for these leases on a cash basis. This required that all amounts that were historically recorded as bad debt expense, and previously included in operating expenses in the Company’s consolidated statement of operations, now be recorded as a direct reduction of rental revenues. Prior to January 1, 2019, the Company made estimates as to the collectability of its accounts receivable related to base rent, straight-line rent, percentage rent, expense reimbursements and other revenues. When management analyzed accounts receivable and evaluated the adequacy of the allowance for doubtful accounts, it considered such things as historical bad debts, tenant creditworthiness, current economic trends, current developments relevant to a tenant’s business specifically and to its business category generally, and changes in tenants’ payment patterns. The allowance for doubtful accounts was $5.6 million and $5.9 million at December 31, 2019 and 2018, respectively. The provision for doubtful accounts (included in operating, maintenance and management expenses) was $0.4 million, $2.2 million and $1.7 million in 2019, 2018 and 2017, respectively.

Segment Information

Segment Information

The Company’s primary business is the ownership and operation of grocery-anchored shopping centers. The Company reviews operating and financial information for each property on an individual basis and, accordingly, each property represents an individual operating segment. The Company evaluates financial performance using property operating income, which consists of rental income and other property income, less operating expenses and real estate taxes. No individual property constitutes more than 10% of the Company’s revenues or property operating income, and the Company has no operations outside of the United States of America. Therefore, the Company has aggregated its properties into one reportable segment as the properties share similar long-term economic characteristics and have other similarities including the fact that they are operated using consistent business strategies, are typically located in major metropolitan areas, and have similar tenant mixes.

Income Taxes

Income Taxes

The Company, organized in 1984, has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”). A REIT will generally not be subject to federal income taxation on that portion of its income that qualifies as REIT taxable income, to the extent that it distributes at least 90% of such REIT taxable income to its shareholders and complies with certain other requirements. As of December 31, 2019, the Company was in compliance with all REIT requirements.

The Company follows a two-step approach for evaluating uncertain federal, state and local tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that more-likely-than-not will be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when a company subsequently determines that a tax position no longer meets the more-likely-than-not threshold of being sustained. The Company has not identified any uncertain tax positions which would require an accrual.  

Derivative Financial Instruments

Derivative Financial Instruments

The Company occasionally utilizes derivative financial instruments, principally interest rate swaps, to manage its exposure to fluctuations in interest rates. The Company has established policies and procedures for risk assessment, and the approval, reporting and monitoring of derivative financial instruments. Derivative financial instruments must be effective in reducing the Company’s interest rate risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative financial instrument matures or is settled. Any derivative financial instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in net income.  The Company has not entered into, and does not plan to enter into, derivative financial instruments for trading or speculative purposes.

Share-Based Compensation

Share-Based Compensation

During 2017, the Company’s shareholders approved the 2017 Stock Incentive Plan (the “2017 Plan”), which replaced the Company’s 2012 Stock Incentive Plan (the “2012 Plan”). As of the effective date of the 2017 Plan, the Company may not grant any further awards under the 2012 Plan. The 2017 Plan establishes the procedures for the granting of, among other things, restricted stock awards. On May 1, 2019, the Company’s shareholders approved an amendment to the 2017 Plan, which increased the maximum number of shares of the Company’s common stock that may be issued pursuant to the 2017 Plan by 2.0 million shares, to a new total of 6.0 million shares (see Note 14 – “Share-Based Compensation”), and the maximum number of shares that may be granted to a participant in any calendar year may not exceed 500,000. All grants issued pursuant to the 2017 Plan generally vest (1) at the end of designated time periods for time-based grants, or (2) upon the completion of a designated period of performance for performance-based grants and satisfaction of performance criteria. Time–based grants are valued according to the market price for the Company’s common stock at the date of grant. For performance-based grants, the Company generally engages an independent appraisal company to determine the value of the shares at the date of grant, taking into account the underlying contingency risks associated with the performance criteria. The value of all grants are being expensed on a straight-line basis over their respective vesting periods (irrespective of achievement of the performance-based grants) adjusted, as applicable, for forfeitures. For restricted share grants subject to graded vesting, the amounts expensed are at least equal to the measured expense of each vested tranche.  Based on the terms of the 2017 Plan, those grants of restricted shares that are contributed to the Rabbi Trusts are classified as treasury stock on the Company’s consolidated balance sheet.

Supplemental Consolidated Statement of Cash Flows Information

Supplemental Consolidated Statements of Cash Flows Information

	Years ended December 31,
	2019		2018		2017
Supplemental disclosure of cash activities:
Cash paid for interest	$	23,859,000	$	22,191,000	$	21,359,000
Supplemental disclosure of non-cash activities:
Capitalization of interest and financing costs		1,649,000		1,528,000		684,000
Recognition of right-of-use assets and related lease liabilities		13,778,000		—		—
Issuance of OP Units in connection with a land parcel acquisition		—		975,000		—

Recently-Adopted Accounting Pronouncements

Recently-Adopted Accounting Pronouncements

In May 2014, the FASB issued guidance which amends the accounting for revenue recognition. Under the amended guidance, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to and receive in exchange for those goods or services. Leases are specifically excluded from this guidance and will be governed by the applicable lease codification. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In March 2016, the FASB issued guidance which amends the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows, and the policy election with respect to accounting for forfeitures either as they occur or by estimating forfeitures. The guidance was adopted on January 1, 2017. The Company has elected to account for forfeitures as they occur, and the guidance did not have a material impact on the Company’s consolidated financial statements.

In August 2016, the FASB issued guidance that clarifies how an entity should classify certain cash receipts and cash payments on its statement of cash flows. The guidance established that an entity will classify cash payments for debt prepayment or extinguishment costs as financing cash flows. In addition, the guidance provides entities with an alternative to consider regarding the nature of the source of distributions that an investor receives from an equity method investment when classifying distributions received in its cash flow statement (the nature of the distribution approach). Alternatively, entities can elect to classify the distributions received from equity method investees based on the cumulative earnings approach. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In November 2016, the FASB issued guidance that requires entities to show the changes in the total of cash, cash equivalents and restricted cash in the statement of cash flows. When cash, cash equivalents and restricted cash are presented in more than one line item on the balance sheet, the new guidance requires a reconciliation of the totals in the statement of cash flows to the related captions on the balance sheet. This reconciliation can be presented either on the face of the statement of cash flows or in the notes to the financial statements. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In January 2017, the FASB issued guidance which changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset and/or a group of similar identifiable assets; if these criteria are met, the set of transferred assets and activities is not a business. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described in the guidance on revenue from contracts with customers. The guidance is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption being permitted. The Company has elected to early adopt this guidance effective January 1, 2017. The Company believes that most of its typical acquisitions of real estate will not meet the new definition of a business, and accordingly, will result in the capitalization of associated acquisition pursuit costs, as is the case regarding all acquisitions in 2017.

In May 2017, the FASB issued guidance which clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as a modification. Under the new guidance, an entity will not apply modification accounting if the award’s fair value, vesting conditions, and the classification of the award as equity or a liability are the same immediately before and after the change. The guidance, effective January 1, 2018, did not have a material effect on the Company’s consolidated financial statements.

In February 2016, the FASB issued guidance amending the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The guidance, effective for annual and interim reporting periods beginning on or after December 15, 2018, requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. The Company is not required to reassess the classification of existing ground leases where it is the lessee and therefore these leases will continue to be accounted for as operating leases. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases with a term of twelve months or less continue to be accounted for pursuant to existing guidance for operating leases. Based on the Company’s future obligations under its ground lease and executive office lease agreements for which the Company is the lessee, the newly adopted guidance resulted in the recognition of (1) right-of-use assets of $14.6 million included in other assets and deferred charges, net, and (2) right-of-use liabilities of $14.6 million included in accounts payable and accrued liabilities, on the Company’s consolidated balance sheet as of January 1, 2019.  In the event the Company modifies existing ground leases or enters into new ground leases after adoption of the new standard, such leases may be classified as finance leases. Additionally, the guidance requires that lessees and lessors capitalize, as initial direct costs, only those costs that are incurred due to the execution of a lease. Under this guidance, allocated payroll costs and other costs that are incurred regardless of whether the lease is obtained will no longer be capitalized as initial direct costs and instead will be expensed as incurred. During 2019, the Company expensed $2.8 million of leasing costs which would have previously been capitalized.

The FASB provided lessors with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components as a single lease component if certain criteria are met. Lessors that make these elections are required to provide additional disclosures. The FASB provided an additional (and optional) transition method that allows entities to initially apply the guidance at the adoption date (January 1, 2019) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company applied both these practical expedients upon adoption. The practical expedient allowed the Company to not separate expenses reimbursed by customers from the associated rental revenue if certain criteria were met. The Company assessed these criteria and concluded that the timing and pattern of transfer for rental revenue and the associated rental expense recoveries are the same and, as the leases qualify as operating leases, the Company accounted for and presented rents and expense recoveries as a single component under rental revenues in the consolidated statement of operations for 2019. As a result of the adoption of this practical expedient, the Company also presented $113.9 million and $113.3 million of rents and $33.4 million and $31.2 million of expense recoveries as single components in the consolidated statement of operations for 2018 and 2017, respectively, to conform to the new 2019 presentation.  

In November 2018, the FASB clarified the existing accounting treatment relating to receivables arising from operating leases, stating that such receivables are not within the scope of the expected credit loss standard and that impairment of receivables arising from operating leases should be accounted for in accordance with the recently-adopted lease accounting standard. This required the Company to review its existing lease portfolio to determine if all future lease payments are probable of collection and, if the Company determined that all future lease payments are not probable of collection, the Company will account for these leases on a cash basis. This required that all amounts that were historically recorded as bad debt expense, and previously included in operating expenses in the Company’s consolidated statement of operations, now be recorded as a direct reduction of rental revenues. As permitted by the standard upon adoption, the Company recorded a $0.5 million prior-period adjustment to opening equity which the Company has reflected in the consolidated statement of equity for 2019.

Recently-Issued Accounting Pronouncements

Recently-Issued Accounting Pronouncements

In June 2016, the FASB issued guidance which enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, including accounts receivable, straight-line rent receivables, loans, held-to-maturity debt securities, net investments in leases, and off-balance-sheet credit exposures. The guidance will require that the Company estimate the lifetime expected credit loss with respect to these receivables and record allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. The Company will also be required to disclose information about how it developed the allowances, including changes in the factors that influenced the Company’s estimate of expected credit losses and the reasons for those changes. The guidance would be effective for interim and annual reporting periods beginning after December 15, 2019. The Company is currently in the process of evaluating the guidance, but does not believe it will have a material effect on the Company’s consolidated financial statements.

XML

Earnings Per Share

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Earnings Per Share

Note 15. Earnings Per Share

Basic earnings per share (“EPS”) is calculated by dividing net income (loss) attributable to the Company’s common shareholders by the weighted average number of common shares outstanding for the period including participating securities (restricted shares that have non-forfeitable rights to receive dividends issued pursuant to the Company’s share-based compensation program are considered participating securities). Unvested restricted shares that are participating securities are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the common shareholders. For 2019, 2018 and 2017, the Company had 2.8 million, 3.0 million and 3.8 million, respectively, of weighted average unvested restricted shares outstanding. The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the 2019, 2018 and 2017, respectively:

	Years ended December 31,
	2019			2018			2017
Numerator
Net income	$	1,566,000		$	4,358,000		$	19,653,000
Preferred stock dividends		(10,752,000	)		(10,863,000	)		(13,652,000	)
Preferred stock redemptions costs		-			(3,507,000	)		(7,890,000	)
Net (income) attributable to noncontrolling interests		(490,000	)		(469,000	)		(510,000	)
Net earnings allocated to unvested shares		(558,000	)		(628,000	)		(754,000	)
Net (loss) attributable to vested common shares	$	(10,234,000	)	$	(11,109,000	)	$	(3,153,000	)
Denominator
Weighted average number of vested common shares outstanding, basic and diluted		86,341,000			88,420,000			84,168,000
Net (loss) per common share attributable to common shareholders, basic and diluted	$	(0.12	)	$	(0.13	)	$	(0.04	)

Fully-diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into shares of common stock. For 2019 and 2018, no restricted stock units would have been issuable under the Company’s President and CEO market performance-based equity award (see Note 14 – “Share-Based Compensation”) had the measurement periods ended on December 31, 2019 and 2018, respectively. Therefore this market performance-based equity award had no impact in calculating diluted EPS for 2019 and 2018. For 2017, the 5,750,000 common shares that were subject to forward sale agreements have been excluded from the denominator prior to their issuance on August 1, 2017, as they were anti-dilutive using the treasury stock method. Net loss attributable to noncontrolling interests of the Operating Partnership has been excluded from the numerator and the related OP Units have been excluded from the denominator for the purpose of calculating diluted EPS as there would have been no effect had such amounts been included. The weighted average number of OP Units outstanding was 547,000, 429,000 and 350,000 for 2019, 2018 and 2017, respectively.

XML

Other Assets and Deferred Charges, Net

12 Months Ended

Dec. 31, 2019

Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract]

Other Assets and Deferred Charges, Net

Note 7. Other Assets and Deferred Charges, Net

Other assets and deferred charges, net, at December 31, 2019 and 2018 are composed of the following:

	December 31,
	2019		2018
Lease origination costs (a)	$	19,947,000	$	21,623,000
Right-of-use assets (b)		13,638,000		—
Interest rate swaps		136,000		8,871,000
Prepaid expenses		6,048,000		5,790,000
Unsecured revolving credit facility financing costs		1,021,000		1,627,000
Leasehold improvements, furniture and fixtures		200,000		359,000
Investments related to share-based compensation		823,000		616,000
Other		326,000		1,756,000
Total other assets and deferred charges, net	$	42,139,000	$	40,642,000

(a) Lease origination costs include the unamortized balance of intangible lease assets resulting from purchase accounting allocations of $6.6 million (cost of $19.9 million and accumulated amortization of $13.3 million) and $7.5 million (cost of $19.9 million and accumulated amortization of $12.4 million) as of December 31, 2019 and 2018, respectively.

(b) In connection with of the new lease accounting standard (see Note 2 – “Recently-Adopted Accounting Pronouncements”), the Company recorded right-of-use assets and liabilities based on its future obligation under its ground lease and executive office lease agreements for which the Company is the lessee.

Deferred charges are amortized over the terms of the related agreements. Amortization expense related to deferred charges (including amortization of deferred financing costs included in non-operating income and expense) amounted to $5.3 million, $5.2 million and $5.1 million for 2019, 2018, and 2017, respectively. The unamortized balances of deferred lease origination costs is net of accumulated amortization of $32.8 million at December 31, 2019. In addition, deferred financing costs relating to the unsecured revolving credit facility is net of accumulated amortization of $1.4 million at December 31, 2019. Deferred lease origination costs and deferred financing costs relating to the unsecured revolving credit facility will be charged to future operations as follows:

	Lease		Unsecured revolving
	origination		credit facility
	costs		financing costs
2020	$	2,858,000	$	614,000
2021		2,280,000		407,000
2022		1,995,000		—
2023		1,700,000		—
2024		1,453,000		—
Thereafter		9,661,000		—
	$	19,947,000	$	1,021,000

XML

Real Estate

12 Months Ended

Dec. 31, 2019

Real Estate [Abstract]

Real Estate

Note 3. Real Estate

Real estate activity for 2019 and 2018 is composed of the following:

	Years ended December 31,
	2019			2018
Cost
Balance, beginning of year	$	1,508,682,000		$	1,534,599,000
Properties transferred to held for sale		(36,265,000	)		(61,505,000	)
Property acquisitions		9,333,000			6,481,000
Asset write-offs		(3,633,000	)		—
Improvements and betterments		37,089,000			29,107,000
Balance, end of the year	$	1,515,206,000		$	1,508,682,000
Accumulated depreciation
Balance, beginning of the year	$	361,969,000		$	341,943,000
Properties transferred held for sale		(10,143,000	)		(14,886,000	)
Asset write-offs		(3,107,000	)		—
Depreciation expense		41,142,000			34,912,000
Balance, end of the year	$	389,861,000		$	361,969,000
Net book value	$	1,125,345,000		$	1,146,713,000

At December 31, 2019, Franklin Village Plaza was pledged as collateral for a mortgage loan payable. See Note 8 - “Mortgage Loans Payable and Credit Facilities”.

2019 Acquisition

On June 19, 2019, the Company purchased Girard Plaza, a shopping center adjacent to its South Philadelphia property, located in Philadelphia, Pennsylvania. The purchase price for the property was $8.5 million, which has been allocated to real estate assets and liabilities.

2018 Land Parcel Acquisition

On August 8, 2018, the Company purchased a land parcel adjacent to its Riverview Plaza property, located in Philadelphia, Pennsylvania. The purchase price for the land parcel was $1.0 million, which was comprised of $25,000 in cash and approximately 208,000 OP Units (based on the market price of the Company’s common stock).

2018 Shopping Center Acquisition

On August 21, 2018, the Company entered into a deed of lease for Senator Square, a shopping center located in Washington, D.C. The deed of lease conveys fee title in the buildings to the Company and contains future options to acquire fee title in the land at its then fair-value. The purchase price has been allocated to real estate assets and liabilities. This lease was originally presented in the Company’s financial statements as two separate components as follows: (1) a $5.7 million capital lease obligation for the fee interest in the buildings, and (2) an operating lease for the land. The capital lease obligation was computed through the date of the Company’s first purchase option, as discussed below, and reflects an interest rate of 5.3%. Effective January 1, 2019, based upon the adoption of the new lease accounting standard, the component of the lease that was originally recorded as a capital lease obligation is now classified as a finance lease obligation, and is being presented as such for all years presented.

The lease initially requires monthly payments of $75,000 through maturity in August 2117 unless the Company exercises one of its options to acquire the land. The first such option will be available between the 25th and 33rd anniversaries of the lease, depending on certain property benchmarks, with additional purchase options every 10 years thereafter during the lease term. The lease also provides for 1.5% annual increases which begin on approximately the 8th anniversary of the lease, depending on the aforementioned property benchmarks. In addition, at the time the Company’s first purchase option becomes available, the lease payments will be adjusted to the greater of then fair-value or the current payment amount. The lease payments are subject to similar adjustments at the 25th and 50th anniversaries of such first purchase option.

The Company has also issued a $3.5 million interest only mortgage note receivable to the lessor of Senator Square, which bears interest at 4.5% per annum. The maturity date of this mortgage note can range from 26.5 years to 34.5 years from the date of issuance, based on the aforementioned property benchmarks.     

Dispositions

During 2019, 2018 and 2017, the Company sold the properties listed below:

		Date	Sales		Gain on
Property	Location	Sold	Price		Sale
2019
Maxatawny Marketplace	Maxatawny, PA	2/15/2019	$	10,330,000	$	101,000
Fort Washington Center	Fort Washington, PA	6/26/2019		9,048,000		2,841,000
			$	19,378,000	$	2,942,000
2018
Mechanicsburg Center	Mechanicsburg, PA	8/28/2018	$	16,100,000	$	4,864,000
West Bridgewater Plaza	West Bridgewater, MA	9/28/2018		3,500,000		-
			$	19,600,000	$	4,864,000
2017
Outparcel Building adjacent to Camp Hill	Camp Hill, PA	2/1/2017	$	10,650,000	$	7,099,000
Fredericksburg Way	Fredericksburg, VA	12/29/2017		2,200,000		-
			$	12,850,000	$	7,099,000

The Company recorded impairment charges of $9.4 million relating to West Bridgewater Plaza during 2018, and $9.5 million relating to Fredericksburg Way during 2017, which are included in continuing operations in the accompanying consolidated statements of operations.

Real Estate Held for Sale

As of December 31, 2019, Carll’s Corner, located in Bridgeton, New Jersey, Suffolk Plaza, located in Suffolk, Virginia, and The Commons, located in Dubois, Pennsylvania, have been classified as “real estate held for sale” on the accompanying consolidated balance sheet. The Company recorded an impairment charge of $8.9 million in connection with The Commons in 2019 and $11.3 million in connection with Carll’s Corner during 2018.

XML

Shareholders' Equity

12 Months Ended

Dec. 31, 2019

Stockholders Equity Note [Abstract]

Shareholders' Equity

Note 11. Shareholders’ Equity

Preferred Stock

The Company’s 7.25% Series B Cumulative Redeemable Preferred Stock“Series B Preferred Stock” has no stated maturity, is not convertible into any other security of the Company, and is redeemable, in whole or in part, at the Company’s option beginning May 22, 2017 at a price of $25.00 per share plus accrued and unpaid distributions.  

The Company’s 6.50% Series C Cumulative Redeemable Preferred Stock“Series C Preferred Stock” has no stated maturity, is not convertible into any other security of the Company, and is redeemable at the Company’s option at a price of $25.00 per share plus accrued and unpaid distributions.

The Company is authorized to issue up to 12,500,000 shares of preferred stock. The following tables summarize details about the Company’s preferred stock:

	Series B		Series C
	Preferred Stock		Preferred Stock
Par value	$	0.01	$	0.01
Liquidation value	$	25.00	$	25.00
	December 31, 2019				December 31, 2018
	Series B		Series C		Series B		Series C
	Preferred Stock		Preferred Stock		Preferred Stock		Preferred Stock
Shares authorized		1,450,000		6,450,000		1,450,000		6,450,000
Shares issued and outstanding		1,450,000		5,000,000		1,450,000		5,000,000
Balance	$	34,767,000	$	124,774,000	$	34,767,000		124,774,000

On August 16, 2017,  the Company redeemed 1,500,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $37.5 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

On August 24, 2017, the Company concluded a public offering of 3,000,000 shares of Series C Preferred Stock at $25.00 per share, and realized net proceeds, after offering expenses, of approximately $72.3 million. On September 15, 2017, the Company redeemed 3,000,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $75.0 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

On December 15, 2017, the Company concluded a public offering of 2,000,000 shares of Series C Preferred Stock at $25.00 per share, and realized net proceeds, after offering expenses, of approximately $48.1 million. On January 12, 2018, the Company redeemed 2,000,000 shares of Series B Preferred Stock at a price of $25.00 per share for an aggregate of $50.0 million, plus all accrued and unpaid dividends up to (but excluding) the redemption date.

Common Stock

On December 18, 2018, the Company’s Board of Directors approved a stock repurchase program, which authorized the Company to purchase up to $30.0 million of the Company’s common stock in the open market or through private transactions, subject to market conditions. The stock repurchase program expired on December 18, 2019. During 2018, the Company repurchased approximately 772,000 shares at a weighted average price per share of $3.02. During 2019, the Company repurchased an additional 2,050,000 shares at a weighted average price per share of $3.34. Since approval of the plan on December 18, 2018, the Company has repurchased a total of 2,823,000 shares at a weighted average price per share of $3.25.

On August 1, 2016, the Company entered into a forward sales agreement to issue 5,750,000 common shares, which the Company settled on August 1, 2017, for net proceeds of $43.2 million.

The Company has a Dividend Reinvestment and Direct Stock Purchase Plan (“DRIP”) which offers a convenient method for shareholders to invest cash dividends and/or make optional cash payments to purchase shares of the Company’s common stock. Such purchases are at 100% of market value. There were no significant transactions under the DRIP during 2019 and 2018. At December 31, 2019, there remained 2,828,000 shares authorized under the DRIP.

 Dividends

The following table provides a summary of dividends declared and paid per share:

	Years ended December 31,
	2019		2018		2017
Common stock	$	0.200	$	0.200	$	0.200
7.25% Series B Preferred Stock	$	1.812	$	1.812	$	1.812
6.50% Series C Preferred Stock	$	1.625	$	1.625	$	0.388

At December 31, 2019 and 2018, there were $1.2 million and $1.2 million, respectively, of accrued preferred stock dividends.

On January 16, 2020, the Company’s Board of Directors declared a dividend of $0.05 per share with respect to its common stock. At the same time, the Board declared a dividend of $0.453125  and $0.406250 per share with respect to the Company’s Series B Preferred Stock and Series C Preferred Stock, respectively. The distributions are payable on February 20, 2020 to shareholders of record on February 10, 2020.

XML

Intangible Lease Asset/Liability (Tables)

12 Months Ended

Dec. 31, 2019

Intangible Lease Asset Liability [Abstract]

Schedule of Unamortized Balance of Intangible Lease Liabilities Net

The unamortized balance of intangible lease liabilities at December 31, 2019 is net of accumulated amortization of $39.6 million, and will be credited to future operations as follows:

2020	$	1,300,000
2021		936,000
2022		874,000
2023		846,000
2024		783,000
Thereafter		5,734,000
	$	10,473,000

XML

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2019

Share Based Compensation [Abstract]

Schedule of Share-Based Compensation Information

The following tables set forth certain share-based compensation information for 2019, 2018, and 2017, respectively:

	Years ended December 31,
	2019			2018			2017
Expense relating to share/unit grants	$	4,496,000		$	4,217,000		$	3,820,000
Amounts capitalized		(379,000	)		(454,000	)		(268,000	)
Total charged to operations	$	4,117,000		$	3,763,000		$	3,552,000
				Weighted average
	Shares			grant date value
Unvested shares/units, December 31, 2018		3,910,000		$	4.46
Restricted share grants		522,000		$	3.22
Vested during period		(144,000	)	$	6.86
Forfeitures/cancellations		(30,000	)	$	4.32
Unvested shares/units, December 31, 2019		4,258,000		$	4.23

XML

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement Of Financial Position [Abstract]
Common stock, shares par value	$ 0.06	$ 0.06
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	89,020,000	90,436,000
Common stock, shares outstanding	89,020,000	90,436,000
Treasury stock, shares	3,068,000	2,971,000

XML

Consolidated Statements of Cash Flows	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
OPERATING ACTIVITIES
Net income	$ 1,566,000	$ 4,358,000	$ 19,653,000
Adjustments to reconcile net income to net cash provided by operating activities:
Gain on sales	(2,942,000)	(4,864,000)	(7,099,000)
Impairment charges	8,938,000	20,689,000	9,538,000
Early extinguishment of debt costs		4,829,000	210,000
Straight-line rents and expenses, net	(265,000)	(1,142,000)	(864,000)
Provision for doubtful accounts	412,000	2,273,000	1,715,000
Depreciation and amortization	45,861,000	40,053,000	40,115,000
Amortization of intangible lease liabilities, net	(2,827,000)	(4,361,000)	(2,518,000)
Expense relating to share-based compensation, net	4,117,000	3,763,000	3,552,000
Amortization of premium on mortgage loan payable		(80,000)	(130,000)
Amortization of deferred financing costs	1,286,000	1,224,000	1,325,000
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
Rents and other receivables	(812,000)	(3,902,000)	(3,467,000)
Prepaid expenses and other	(3,037,000)	(6,591,000)	(4,600,000)
Accounts payable and accrued liabilities	1,378,000	1,651,000	(337,000)
Net cash provided by operating activities	53,675,000	57,900,000	57,093,000
INVESTING ACTIVITIES
Acquisition of real estate	(9,083,000)	(179,000)	(32,442,000)
Expenditures for real estate improvements	(31,910,000)	(30,377,000)	(25,561,000)
Net proceeds from sales of real estate	18,651,000	19,118,000	12,506,000
Issuance of mortgage note receivable		(3,500,000)
Net cash (used in) investing activities	(22,342,000)	(14,938,000)	(45,497,000)
FINANCING ACTIVITIES
Repayments under revolving credit facility	(21,000,000)	(123,500,000)	(185,500,000)
Advances under revolving credit facility	27,000,000	168,500,000	168,500,000
Advance under term loan		75,000,000
Mortgage repayments	(1,027,000)	(80,330,000)	(10,294,000)
Payment of early extinguishment of debt costs		(5,159,000)
Payments of debt financing costs		(705,000)	(2,502,000)
Noncontrolling interests:
Distributions to limited partners	(111,000)	(90,000)	(70,000)
Redemption of OP Units	(43,000)	(7,000)	(24,000)
Net proceeds from sale of preferred stock			120,432,000
Redemptions of preferred stock		(50,016,000)	(112,510,000)
Common stock sales less issuance expenses, net	22,000	9,000	43,166,000
Common stock repurchases	(6,844,000)	(2,329,000)
Preferred stock dividends	(10,752,000)	(11,276,000)	(13,656,000)
Distributions to common shareholders	(17,808,000)	(18,301,000)	(17,681,000)
Net cash (used in) financing activities	(30,563,000)	(48,204,000)	(10,139,000)
Net increase (decrease) in cash, cash equivalents and restricted cash	770,000	(5,242,000)	1,457,000
Cash, cash equivalents and restricted cash at beginning of year	1,977,000	7,219,000	5,762,000
Cash, cash equivalents and restricted cash at end of year	2,747,000	1,977,000	7,219,000
Reconciliation to consolidated balance sheets:
Cash and cash equivalents	2,747,000	1,977,000	3,702,000
Restricted cash			3,517,000
Cash, cash equivalents and restricted cash at end of year	$ 2,747,000	$ 1,977,000	$ 7,219,000

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Narrative) (Details) - USD ($)			12 Months Ended
	Jul. 24, 2018	Sep. 08, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Line Of Credit Facility [Line Items]
Payments of early extinguishment of debt costs				$ 4,829,000	$ 210,000
Other assets and deferred charges, net			$ 42,139,000	40,642,000
Approximate amount of accumulated other comprehensive loss to be reclassified into earnings			1,800,000
Interest Rate Swap [Member]
Line Of Credit Facility [Line Items]
Interest rate swaps liability			7,200,000
Derivative, notional amount			425,000,000	425,000,000
Cash Flow Hedging, Count 3 [Member] | Interest Rate Swap [Member]
Line Of Credit Facility [Line Items]
Other assets and deferred charges, net			$ 100,000
Unsecured credit facility [Member]
Line Of Credit Facility [Line Items]
Credit facility borrowing capacity		$ 300,000,000
Aggregate borrowing capacity including increase under accordion feature		$ 750,000,000
Revolving Credit Facility [Member]
Line Of Credit Facility [Line Items]
Line of credit facility extension allowed period		1 year	1 year
Basis spread on borrowings variable rate			1.35%
Revolving Credit Facility [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate		1.35%
Revolving Credit Facility [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate		1.95%
Revolving Credit Facility [Member] | Unsecured credit facility [Member]
Line Of Credit Facility [Line Items]
Credit facility borrowing capacity		$ 250,000,000
Credit facility expiration date		Sep. 08, 2021
Remaining borrowing capacity			$ 95,600,000
Term loan facility [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate			1.30%
Term loan facility [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate		1.30%
Term loan facility [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate		1.90%
Term loan facility [Member] | Unsecured credit facility [Member]
Line Of Credit Facility [Line Items]
Credit facility borrowing capacity		$ 50,000,000
Credit facility expiration date		Sep. 08, 2022
Term Loan Maturing July Twenty Four Two Thousand Twenty Five | Unsecured credit facility [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate			1.70%
Maturity date			Jul. 24, 2018
Term loan amount	$ 75,000,000
Term Loan Maturing July Twenty Four Two Thousand Twenty Five | Unsecured credit facility [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate	1.70%
Term Loan Maturing July Twenty Four Two Thousand Twenty Five | Unsecured credit facility [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Basis spread on borrowings variable rate	2.25%
Continuing Operations [Member]
Line Of Credit Facility [Line Items]
Payments of early extinguishment of debt costs				$ 4,800,000	$ 100,000

XML

Other Assets and Deferred Charges, Net (Schedule of Future Charges of Unamortized Balances of Deferred Lease Origination Costs and Deferred Financing Costs) (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Deferred Costs And Other Assets [Line Items]
Lease origination costs, 2020	$ 2,858,000
Lease origination costs, 2021	2,280,000
Lease origination costs, 2022	1,995,000
Lease origination costs, 2023	1,700,000
Lease origination costs, 2024	1,453,000
Lease origination costs, thereafter	9,661,000
Lease origination costs	19,947,000	$ 21,623,000
Financing costs	2,769,000	3,536,000
Unsecured Revolving Credit Facility [Member]
Deferred Costs And Other Assets [Line Items]
Financing costs, 2020	614,000
Financing costs, 2021	407,000
Financing costs	$ 1,021,000	$ 1,627,000

XML

401(k) Retirement Plan (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Compensation And Retirement Disclosure [Abstract]
Retirement plan, employer contribution amount	$ 387,000	$ 371,000	$ 330,000

XML

Earnings Per Share (Schedule of Calculation of Numerator and Denominator in Earnings Per Share) (Details) - USD ($)	3 Months Ended																12 Months Ended
	Dec. 31, 2019		Sep. 30, 2019		Jun. 30, 2019		Mar. 31, 2019		Dec. 31, 2018		Sep. 30, 2018		Jun. 30, 2018		Mar. 31, 2018		Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Earnings Per Share [Abstract]
Net income	$ (9,914,000)		$ 2,947,000		$ 5,544,000		$ 2,989,000		$ 4,736,000		$ 6,305,000		$ 9,937,000		$ (16,620,000)		$ 1,566,000	$ 4,358,000	$ 19,653,000
Preferred stock dividends																	(10,752,000)	(10,863,000)	(13,652,000)
Preferred stock redemptions costs																		(3,507,000)	(7,890,000)
Net (income) attributable to noncontrolling interests																	(490,000)	(469,000)	(510,000)
Net earnings allocated to unvested shares																	(558,000)	(628,000)	(754,000)
Net (loss) attributable to vested common shares																	$ (10,234,000)	$ (11,109,000)	$ (3,153,000)
Weighted average number of vested common shares outstanding, basic and diluted																	86,341,000	88,420,000	84,168,000
Net (loss) per common share attributable to common shareholders, basic and diluted	$ (0.15)	[1]	$ 0.00	[1]	$ 0.03	[1]	$ 0.00	[1]	$ 0.02	[1]	$ 0.04	[1]	$ 0.08	[1]	$ (0.26)	[1]	$ (0.12)	$ (0.13)	$ (0.04)

[1] Differences between the sum of the four quarterly per share amounts and the annual per share amounts, if any, are attributable to the effect of the weighted average outstanding share calculation for the respective periods.

XML

Revenues

12 Months Ended

Dec. 31, 2019

Revenues [Abstract]

Revenues

Note 12. Revenues

Rents for 2019, 2018 and 2017, respectively, are comprised of the following:

	Years ended December 31,
	2019		2018		2017
Base rents	$	105,041,000	$	107,630,000	$	108,998,000
Expense recoveries		33,475,000		33,378,000		31,220,000
Percentage rent		971,000		725,000		896,000
Straight-line rents		405,000		1,142,000		864,000
Amortization of intangible lease liabilities, net		2,827,000		4,361,000		2,518,000
Total rents	$	142,719,000	$	147,236,000	$	144,496,000

In April 2018, the Company accepted a cash payment of $4.3 million in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration. As a result of this termination, revenues for 2018 includes $5.4 million, consisting of (1) $3.8 million of other income (the $4.3 million cash payment reduced by $0.5 million straight-line rent receivable) and (2) $1.5 million accelerated intangible lease liability amortization. The Company recognizes lease termination income when the following conditions are met: (1) the lease termination agreement has been executed, (2) the lease termination fee is determinable, (3) all the Company’s landlord services pursuant to the terminated lease have been rendered, and (4) collectability of the lease termination fee is assured.

On January 31, 2020, the Company agreed to a cash payment in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration. As a result of this termination, revenues for the three months ended March 31, 2020, will include approximately $7.1 million of other income. Further, the Company will classify this property as real estate held for sale during the first quarter of 2020 and, as a result, will record an impairment charge of approximately $7.5 million. Accordingly, future base rents associated with this tenant have not been included in the annual future rents table below.

Annual future base rents due to be received under non-cancelable operating leases in effect at December 31, 2019 are approximately as follows (excluding those base rents applicable to properties classified as real estate held for sale):

2020	$	98,931,000
2021		88,888,000
2022		77,176,000
2023		70,248,000
2024		59,957,000
Thereafter		208,157,000
	$	603,357,000

Total future minimum rents do not include expense recoveries for real estate taxes and operating costs, or percentage rents based upon tenants’ sales volume. Such additional revenue amounts aggregated approximately $34.4 million, $34.1 million and $32.1 million for 2019, 2018 and 2017, respectively. Such amounts do not include amortization of intangible lease liabilities.

XML

Mortgage Loans Payable and Unsecured Credit Facilities

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Mortgage Loans Payable and Unsecured Credit Facilities

Note 8. Mortgage Loans Payable and Unsecured Credit Facilities

Debt and finance lease obligations are composed of the following at December 31, 2019 and 2018:

			December 31, 2019				December 31, 2018
						Contractual				Contractual
	Maturity		Balance			interest rates	Balance			interest rates
Description	dates		outstanding			weighted-average	outstanding			weighted-average
Fixed-rate mortgage	Jun 2026		$	46,679,000		3.9%	$	47,674,000		3.9%
Finance lease obligation	Sep 2050			5,665,000		5.3%		5,696,000		5.3%
Unsecured credit facilities (a):
Variable-rate:
Revolving credit facility	Sep 2021	(b)		106,000,000		3.2%		100,000,000		3.8%
Term loan	Sep 2022			50,000,000		3.3%		50,000,000		3.8%
Fixed-rate (c):
Term loan	Feb 2021			75,000,000		3.6%		75,000,000		3.6%
Term loan	Feb 2022			50,000,000		3.0%		50,000,000		3.0%
Term loan	Sep 2022	(d)		50,000,000		2.8%		50,000,000		2.8%
Term loan	Apr 2023			100,000,000		3.2%		100,000,000		3.2%
Term loan	Sep 2024			75,000,000		3.7%		75,000,000		3.3%
Term loan	Jul 2025			75,000,000		4.6%		75,000,000		4.6%
				633,344,000		3.5%		628,370,000		3.6%
Unamortized issuance costs				(2,769,000	)			(3,536,000	)
			$	630,575,000			$	624,834,000

(a) During the first quarter of 2020, the weighted average interest rate for the Company’s unsecured credit facilities increased 14 bps (ranging from an increase of 10 bps to 15 bps for each individual borrowing) as a result of a slight increase in the Company’s leverage ratio.

(b) The revolving credit facility is subject to a one-year extension at the Company’s option.

(c) The interest rates on these term loans consist of LIBOR plus a credit spread based on the Company’s leverage ratio, for which the Company has interest rate swap agreements which convert the LIBOR rates to fixed rates. Accordingly, these term loans are presented as fixed-rate debt. 

(d) The current interest rate swap agreement expires in February 2020 at which time a new interest rate swap agreement will begin resulting in an effective interest rate of 3.2%, based on the Company’s leverage ratio at December 31, 2019.

Mortgage Loans Payable

During 2018, the Company repaid the following mortgage loans payable:

		Principal payoff
Property	Repayment date	amount
East River Park	August 10, 2018	$	18,772,000
Colonial Commons	August 24, 2018	$	24,108,000
Shoppes at Arts District	August 24, 2018	$	8,114,000
The Point	September 6, 2018	$	27,003,000

During 2018 and 2017, in connection with mortgage repayments, the Company incurred charges relating to early extinguishment of mortgage loans payable (prepayment penalties and accelerated amortization of deferred financing costs) of $4.8 million and $0.1 million, respectively, included in continuing operations.

Unsecured Revolving Credit Facility and Term Loans

The Company has a $300 million unsecured credit facility which, as amended and restated on September 8, 2017, consists of (1) a $250 million revolving credit facility, expiring on September 8, 2021, and (2) a $50 million term loan, expiring on September 8, 2022.  The revolving credit facility may be extended, at the Company’s option, for an additional one-year period, subject to customary conditions. Under an accordion feature, the facility can be increased to $750 million, subject to customary conditions and lending commitments. Interest on borrowings under the revolving credit facility component can range from LIBOR plus 135 basis points (“bps”) to 195 bps (135 bps at December 31, 2019) and interest on borrowings under the term loan component can range from LIBOR plus 130 to 190 bps (130 bps at December 31, 2019), each based on the Company’s leverage ratio. As of December 31, 2019, the Company had $95.6 million available for additional borrowings under the revolving credit facility.     

On July 24, 2018, the Company closed a new $75.0 million unsecured term loan maturing on July 24, 2025 (all of which was borrowed on September 28, 2018). Interest on borrowings under the term loan can range from LIBOR plus 170 to 225 bps (170 bps at December 31, 2019) based on the Company’s leverage ratio. Additionally, the Company entered into forward interest rate swap agreements which convert the LIBOR rate to a fixed rate through its maturity. 

The details of the remaining unsecured term loans are as follows:

Amount		Maturity date	Interest range
$	75,000,000	February 2021	LIBOR + 130 bps to 190 bps
$	50,000,000	February 2022	LIBOR + 130 bps to 190 bps
$	50,000,000	September 2022	LIBOR + 130 bps to 190 bps
$	100,000,000	April 2023	LIBOR + 165 bps to 225 bps
$	75,000,000	September 2024	LIBOR + 170 bps to 225 bps

The Company’s unsecured credit facility and term loans contain financial covenants including, but not limited to, maximum debt leverage, maximum secured debt, minimum fixed charge coverage, and minimum net worth. In addition, the facility contains restrictions including, but not limited to, limits on indebtedness, certain investments and distributions. Although the credit facility is unsecured, borrowing availability is based on unencumbered property adjusted net operating income, as defined in the agreements. The Company’s failure to comply with the covenants or the occurrence of an event of default under the facilities could result in the acceleration of the related debt. As of December 31, 2019, the Company is in compliance with all financial covenants. Interest on borrowings under the unsecured credit facility and terms loans are based on the Company’s leverage ratio.

ScheduledPrincipalPayments

Scheduled principal payments on a mortgage loan payable, finance lease obligation, unsecured term loans, and the unsecured credit facility at December 31, 2019, due on various dates from 2021 to 2050, are as follows:

	Mortgage Loan		Finance Lease		Revolving			Term				Unamortized
Year	Payable		Obligation		Credit Facility			Loans		Total		Issuance Costs			Total
2020	$	1,034,000	$	33,000	$	-		$	-	$	1,067,000	$	(767,000	)	$	300,000
2021		1,074,000		35,000		106,000,000	(a)		75,000,000		182,109,000		(648,000	)		181,461,000
2022		1,116,000		37,000		-			150,000,000		151,153,000		(499,000	)		150,654,000
2023		1,160,000		39,000		-			100,000,000		101,199,000		(274,000	)		100,925,000
2024		1,206,000		41,000		-			75,000,000		76,247,000		(207,000	)		76,040,000
Thereafter		41,089,000		5,480,000		-			75,000,000		121,569,000		(374,000	)		121,195,000
	$	46,679,000	$	5,665,000	$	106,000,000		$	475,000,000	$	633,344,000	$	(2,769,000	)	$	630,575,000

(a) The revolving credit facility is subject to a one-year extension at the Company's option.

Derivative Financial Instruments

At December 31, 2019, the Company had $0.1 million included in other assets and deferred charges, net, in addition to $7.2 million included in accounts payable and accrued liabilities on the consolidated balance sheet relating to the fair value of the interest rate swaps applicable to the unsecured term loans discussed above. Charges and/or credits relating to the changes in the fair value of the interest rate swaps are made to accumulated other comprehensive income (loss), noncontrolling interests (minority interests in consolidated joint ventures and limited partners’ interest), or operations (included in interest expense), as applicable. Over time, the unrealized gains and losses recorded in accumulated other comprehensive loss will be reclassified into earnings as an increase or reduction to interest expense in the same periods in which the hedged interest payments affect earnings. The Company estimates that approximately $1.8 million of accumulated other comprehensive loss will be reclassified as a charge to earnings within the next twelve months.

The following is a summary of the derivative financial instruments held by the Company at December 31, 2019 and December 31, 2018:

December 31, 2019
Designation/				Fair		Maturity	Balance sheet
Cash flow	Derivative	Count		value		dates	location
Qualifying	Interest rate swaps		2	$	136,000	2020-2023	Other assets and deferred charges, net
Qualifying	Interest rate swaps		6	$	7,180,000	2021-2025	Accounts payable and accrued liabilities
December 31, 2018
Designation/				Fair		Maturity	Balance sheet
Cash flow	Derivative	Count		value		dates	location
Qualifying	Interest rate swaps		7	$	8,871,000	2019-2024	Other assets and deferred charges, net
Qualifying	Interest rate swaps		2	$	1,576,000	2025	Accounts payable and accrued liabilities

The notional values of the interest rate swaps held by the Company at December 31, 2019 and December 30, 2018 were $425.0 million and $425.0 million, respectively.

The following presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and the consolidated statements of equity 2019, 2018 and 2017, respectively:

		(Loss) gain recognized in other
		comprehensive (loss) income
		(effective portion)
Designation/		Years ended December 31,
Cash flow	Derivative	2019			2018		2017
Qualifying	Interest rate swaps	$	(13,090,000	)	$	2,185,000	$	2,492,000
		Gain (loss) recognized in other
		comprehensive (loss) income
		reclassified into earnings (effective portion)
		Years ended December 31,
	Classification	2019			2018		2017
	Continuing Operations	$	1,196,000		$	667,000	$	(2,345,000	)

As of December 31, 2019, the Company believes it has no significant risk associated with non-performance of the financial institutions which are the counterparties to its derivative contracts.

XML

Fair Value Measurements

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 4. Fair Value Measurements

The carrying amounts of cash and cash equivalents, restricted cash, rents and other receivables, certain other assets, accounts payable and accrued liabilities, and variable-rate debt approximate their fair value due to their terms and/or short-term nature. The fair value of the Company’s investments and liabilities related to share-based compensation were determined to be Level 1 within the valuation hierarchy, and were based on independent values provided by financial institutions.

The fair value of the Company’s fixed rate mortgage loan was estimated using available market information and discounted cash flow analyses based on borrowing rates the Company believes it could obtain with similar terms and maturities.  As of December 31, 2019 and December 31, 2018, the fair value of the Company’s fixed rate mortgage loan payable, which was determined to be Level 3 within the valuation hierarchy, was $47.0 million and $44.4 million, respectively; the carrying value of such loan was $46.4 million and $47.3 million, respectively. As of December 31, 2019 and December 31, 2018, respectively, the aggregate fair values of the Company’s unsecured revolving credit facility and term loans approximated the carrying values. In addition, the fair values of the Company’s mortgage note receivable and finance lease obligation, which were determined to be Level 3 within the valuation hierarchy, approximated their carrying values as of December 31, 2019 and December 31, 2018, respectively.

The valuation of the liabilities for the Company’s interest rate swaps, which are measured on a recurring basis, were determined to be Level 2 within the valuation hierarchy, and were based on independent values provided by financial institutions. Such valuations were determined using widely accepted valuation techniques, including discounted cash flow analyses, on the expected cash flows of each derivative. The analyses reflect the contractual terms of the swaps, including the period to maturity, and user-observable market-based inputs, including interest rate curves (“significant other observable inputs”). The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs” such as estimates of current credit spreads to evaluate the likelihood of default. The Company has concluded that, as of December 31, 2019, the fair value associated with the “significant unobservable inputs” relating to the Company’s risk of non-performance was insignificant to the overall fair value of the interest rate swap agreements and, as a result, that the relevant inputs for purposes of calculating the fair value of the interest rate swap agreements, in their entirety, were based upon “significant other observable inputs”.

Nonfinancial assets and liabilities measured at fair value in the consolidated financial statements consist of real estate held for sale, which, if applicable, are measured on a nonrecurring basis, and have been determined to be (1) Level 2 within the valuation hierarchy, where applicable, based on the respective contracts of sale, adjusted for closing costs and expenses, or (2) Level 3 within the valuation hierarchy, where applicable, based on estimated sales prices, adjusted for closing costs and expenses, determined by discounted cash flow analyses, income capitalization analyses or a sales comparison approach if no contracts had been concluded. The discounted cash flow and income capitalization analyses include all estimated cash inflows and outflows over a specific holding period and, where applicable, any estimated debt premiums. These cash flows were composed of unobservable inputs which included forecasted rental revenues and expenses based upon existing in-place leases, market conditions and expectations for growth. Capitalization rates and discount rates utilized in these analyses were based upon observable rates that the Company believed to be within a reasonable range of current market rates for the respective properties. The sales comparison approach is utilized for certain land values and includes comparable sales that were completed in the selected market areas. The comparable sales utilized in these analyses were based upon observable per acre rates that the Company believes to be within a reasonable range of current market rates for the respective properties.

Valuations were prepared using internally-developed valuation models. These valuations are reviewed and approved, during each reporting period, by a diverse group of management, as deemed necessary, including personnel from the acquisition, accounting, finance, operations, development and leasing departments, and the valuations are updated as appropriate. In addition, the Company may engage third-party valuation experts to assist with the preparation of certain of its valuations.

The following tables show the hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2019 and December 31, 2018, respectively:

	December 31, 2019
Description	Level 1		Level 2		Level 3		Total
Investments related to deferred
compensation liabilities (a)	$	823,000	$	—	$	—	$	823,000
Deferred compensation liabilities (b)	$	824,000	$	—	$	—	$	824,000
Interest rate swaps asset (a)	$	—	$	136,000	$	—	$	136,000
Interest rate swaps liability (b)	$	—	$	7,180,000	$	—	$	7,180,000
	December 31, 2018
Description	Level 1		Level 2		Level 3		Total
Investments related to deferred
compensation liabilities (a)	$	616,000	$	—	$	—	$	616,000
Deferred compensation liabilities (b)	$	610,000	$	—	$	—	$	610,000
Interest rate swaps asset (a)	$	—	$	8,871,000	$	—	$	8,871,000
Interest rate swaps liability (b)	$	—	$	1,576,000	$	—	$	1,576,000
(a) Included in other assets and deferred charges, net, in the accompanying consolidated balance sheets.
(b) Included in accounts payable and accrued liabilities in the accompanying consolidated balance sheets.

 As of December 31, 2019, real estate held for sale on the consolidated balance sheet consisted of (1) one retail property, totaling $1.9 million, which was determined to be Level 3 asset under the hierarchy, and was measured at fair value less cost to sell on a non-recurring basis using an income capitalization approach, consisting of a capitalization rate of 8.5%, (2) one retail property, totaling $6.0 million, which was determined to be Level 3 asset under the hierarchy, and was measured at fair value less cost to sell on a non-recurring basis using a discounted cash flow approach, consisting of a capitalization rate of 11.5% and a discount rate of 8.0%, and (3) the carrying value of a property which is below its fair value.

XML

Consolidated Balance Sheets - USD ($)	Dec. 31, 2019	Dec. 31, 2018
ASSETS
Land	$ 293,456,000	$ 295,734,000
Buildings and improvements	1,221,750,000	1,212,948,000
Real estate, gross	1,515,206,000	1,508,682,000
Less accumulated depreciation	(389,861,000)	(361,969,000)
Real estate, net	1,125,345,000	1,146,713,000
Real estate held for sale	13,230,000	11,592,000
Cash and cash equivalents	2,747,000	1,977,000
Receivables	22,164,000	21,977,000
Other assets and deferred charges, net	42,139,000	40,642,000
TOTAL ASSETS	1,205,625,000	1,222,901,000
LIABILITIES AND EQUITY
Mortgage loan payable	46,370,000	47,315,000
Finance lease obligation	5,364,000	5,387,000
Unsecured revolving credit facility	106,000,000	100,000,000
Unsecured term loans	472,841,000	472,132,000
Accounts payable and accrued liabilities	50,502,000	26,142,000
Unamortized intangible lease liabilities	10,473,000	13,209,000
Total liabilities	691,550,000	664,185,000
Commitments and contingencies
Equity:
Preferred stock	159,541,000	159,541,000
Common stock ($0.06 par value, 150,000,000 shares authorized, 89,020,000 and 90,436,000 shares, issued and outstanding, respectively)	5,341,000	5,426,000
Treasury stock (3,068,000 and 2,971,000 shares, respectively, at cost)	(16,311,000)	(16,572,000)
Additional paid-in capital	872,724,000	875,565,000
Cumulative distributions in excess of net income	(503,725,000)	(475,726,000)
Accumulated other comprehensive (loss) income	(7,009,000)	7,191,000
Total Cedar Realty Trust, Inc. shareholders' equity	510,561,000	555,425,000
Noncontrolling interests:
Minority interests in consolidated joint ventures	435,000	(112,000)
Limited partners' OP Units	3,079,000	3,403,000
Total noncontrolling interests	3,514,000	3,291,000
Total equity	514,075,000	558,716,000
TOTAL LIABILITIES AND EQUITY	$ 1,205,625,000	$ 1,222,901,000

XML

Consolidated Statement of Equity - USD ($)	Total	Limited Partners' Interest In Operating Partnership [Member]	Restated [Member]	Restated [Member] Limited Partners' Interest In Operating Partnership [Member]	Preferred Stock [Member]	Preferred Stock [Member] Restated [Member]	Preferred Stock [Member] Series C [Member]	Common Stock [Member]	Common Stock [Member] Restated [Member]	Treasury Stock, At Cost [Member]	Treasury Stock, At Cost [Member] Restated [Member]	Additional Paid-In Capital [Member]	Additional Paid-In Capital [Member] Restated [Member]	Additional Paid-In Capital [Member] Series C [Member]	Cumulative Distributions In Excess Of Net Income [Member]	Cumulative Distributions In Excess Of Net Income [Member] Restated [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Restated [Member]	Cedar Realty Trust, Inc. [Member]	Cedar Realty Trust, Inc. [Member] Restated [Member]	Cedar Realty Trust, Inc. [Member] Series C [Member]	Minority Interests In Consolidated Joint Ventures [Member]	Minority Interests In Consolidated Joint Ventures [Member] Restated [Member]	Noncontrolling Interests [Member]	Noncontrolling Interests [Member] Restated [Member]
Balance at Dec. 31, 2016	$ 581,997,000	$ 2,389,000			$ 190,661,000			$ 5,119,000		$ (18,129,000)		$ 829,526,000			$ (426,864,000)		$ 427,000		$ 580,740,000			$ (1,132,000)		$ 1,257,000
Balance, shares at Dec. 31, 2016					7,950,000			85,316,000
Net (loss) income	19,653,000	(13,000)													19,143,000				19,143,000			523,000		510,000
Unrealized gain (loss) on change in fair value of cash flow hedges	5,287,000	20,000															5,267,000		5,267,000					20,000
Share-based compensation, net	3,513,000							$ 15,000		(334,000)		3,832,000							3,513,000
Share-based compensation, net, shares								249,000
Net proceeds from sales of Series C Shares	120,432,000						$ 124,774,000							$ (4,342,000)							$ 120,432,000
Net proceeds from sales of Series C Shares, Shares							5,000,000
Redemptions of Series B Shares	(112,510,000)				$ (107,927,000)							3,307,000			(7,890,000)				(112,510,000)
Redemptions of Series B Shares, Shares					(4,500,000)
Common stock sales, net of issuance expenses	43,166,000							$ 345,000				42,821,000							43,166,000
Common stock sales, net of issuance expenses, shares								5,752,000
Preferred stock dividends	(13,652,000)														(13,652,000)				(13,652,000)
Distributions to common shareholders/noncontrolling interests	(17,751,000)	(70,000)													(17,681,000)				(17,681,000)					(70,000)
Redemption of OP Units	(24,000)	(24,000)																						(24,000)
Reallocation adjustment of limited partners' interest		82,000										(82,000)							(82,000)					82,000
Balance at Dec. 31, 2017	630,111,000	2,384,000			$ 207,508,000			$ 5,479,000		(18,463,000)		875,062,000			(446,944,000)		5,694,000		628,336,000			(609,000)		1,775,000
Balance, shares at Dec. 31, 2017					8,450,000			91,317,000
Prior period adjustment - adoption of lease accounting standard | Accounting Standards Update 2016-02 [Member]	(515,000)														(515,000)				(515,000)
Net (loss) income	4,358,000	(28,000)													3,889,000				3,889,000			497,000		469,000
Unrealized gain (loss) on change in fair value of cash flow hedges	1,518,000	21,000															1,497,000		1,497,000					21,000
Share-based compensation, net	3,351,000							$ (7,000)		1,891,000		1,467,000							3,351,000
Share-based compensation, net, shares								(111,000)
Redemptions of Series B Shares	(50,016,000)				$ (47,967,000)							1,458,000			(3,507,000)				(50,016,000)
Redemptions of Series B Shares, Shares					(2,000,000)
Common stock sales, net of issuance expenses	9,000											9,000							9,000
Common stock sales, net of issuance expenses, shares								2,000
Common stock repurchases	(2,329,000)							$ (46,000)				(2,283,000)							(2,329,000)
Common stock repurchases. Shares								(772,000)
Preferred stock dividends	(10,863,000)														(10,863,000)				(10,863,000)
Distributions to common shareholders/noncontrolling interests	(18,391,000)	(90,000)													(18,301,000)				(18,301,000)					(90,000)
Redemption of OP Units	(7,000)	(7,000)																						(7,000)
Issuance of OP Units	975,000	975,000																						975,000
Reallocation adjustment of limited partners' interest		148,000										(148,000)							(148,000)					148,000
Balance at Dec. 31, 2018	558,716,000	3,403,000	$ 558,201,000	$ 3,403,000	$ 159,541,000	$ 159,541,000		$ 5,426,000	$ 5,426,000	(16,572,000)	$ (16,572,000)	875,565,000	$ 875,565,000		(475,726,000)	$ (476,241,000)	7,191,000	$ 7,191,000	555,425,000	$ 554,910,000		(112,000)	$ (112,000)	3,291,000	$ 3,291,000
Balance, shares at Dec. 31, 2018					6,450,000	6,450,000		90,436,000	90,436,000
Net (loss) income	1,566,000	(57,000)													1,076,000				1,076,000			547,000		490,000
Unrealized gain (loss) on change in fair value of cash flow hedges	(14,286,000)	(86,000)															(14,200,000)		(14,200,000)					(86,000)
Share-based compensation, net	4,129,000							$ 38,000		261,000		3,830,000							4,129,000
Share-based compensation, net, shares								626,000
Common stock sales, net of issuance expenses	23,000											23,000							23,000
Common stock sales, net of issuance expenses, shares								8,000
Common stock repurchases	(6,844,000)							$ (123,000)				(6,721,000)							(6,844,000)
Common stock repurchases. Shares								(2,050,000)
Preferred stock dividends	(10,752,000)														(10,752,000)				(10,752,000)
Distributions to common shareholders/noncontrolling interests	(17,919,000)	(111,000)													(17,808,000)				(17,808,000)					(111,000)
Redemption of OP Units	(43,000)	(43,000)																						(43,000)
Reallocation adjustment of limited partners' interest		(27,000)										27,000							27,000					(27,000)
Balance at Dec. 31, 2019	$ 514,075,000	$ 3,079,000			$ 159,541,000			$ 5,341,000		$ (16,311,000)		$ 872,724,000			$ (503,725,000)		$ (7,009,000)		$ 510,561,000			$ 435,000		$ 3,514,000
Balance, shares at Dec. 31, 2019					6,450,000			89,020,000

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Schedule of Debt and Finance Lease Obligations Related to Continuing Operations

Debt and finance lease obligations are composed of the following at December 31, 2019 and 2018:

			December 31, 2019				December 31, 2018
						Contractual				Contractual
	Maturity		Balance			interest rates	Balance			interest rates
Description	dates		outstanding			weighted-average	outstanding			weighted-average
Fixed-rate mortgage	Jun 2026		$	46,679,000		3.9%	$	47,674,000		3.9%
Finance lease obligation	Sep 2050			5,665,000		5.3%		5,696,000		5.3%
Unsecured credit facilities (a):
Variable-rate:
Revolving credit facility	Sep 2021	(b)		106,000,000		3.2%		100,000,000		3.8%
Term loan	Sep 2022			50,000,000		3.3%		50,000,000		3.8%
Fixed-rate (c):
Term loan	Feb 2021			75,000,000		3.6%		75,000,000		3.6%
Term loan	Feb 2022			50,000,000		3.0%		50,000,000		3.0%
Term loan	Sep 2022	(d)		50,000,000		2.8%		50,000,000		2.8%
Term loan	Apr 2023			100,000,000		3.2%		100,000,000		3.2%
Term loan	Sep 2024			75,000,000		3.7%		75,000,000		3.3%
Term loan	Jul 2025			75,000,000		4.6%		75,000,000		4.6%
				633,344,000		3.5%		628,370,000		3.6%
Unamortized issuance costs				(2,769,000	)			(3,536,000	)
			$	630,575,000			$	624,834,000

(a) During the first quarter of 2020, the weighted average interest rate for the Company’s unsecured credit facilities increased 14 bps (ranging from an increase of 10 bps to 15 bps for each individual borrowing) as a result of a slight increase in the Company’s leverage ratio.

(b) The revolving credit facility is subject to a one-year extension at the Company’s option.

(c) The interest rates on these term loans consist of LIBOR plus a credit spread based on the Company’s leverage ratio, for which the Company has interest rate swap agreements which convert the LIBOR rates to fixed rates. Accordingly, these term loans are presented as fixed-rate debt. 

(d) The current interest rate swap agreement expires in February 2020 at which time a new interest rate swap agreement will begin resulting in an effective interest rate of 3.2%, based on the Company’s leverage ratio at December 31, 2019.

Schedule of Mortgage Loans Payable Repaid

During 2018, the Company repaid the following mortgage loans payable:

		Principal payoff
Property	Repayment date	amount
East River Park	August 10, 2018	$	18,772,000
Colonial Commons	August 24, 2018	$	24,108,000
Shoppes at Arts District	August 24, 2018	$	8,114,000
The Point	September 6, 2018	$	27,003,000

Summary of the Remaining Unsecured Term Loans

The details of the remaining unsecured term loans are as follows:

Amount		Maturity date	Interest range
$	75,000,000	February 2021	LIBOR + 130 bps to 190 bps
$	50,000,000	February 2022	LIBOR + 130 bps to 190 bps
$	50,000,000	September 2022	LIBOR + 130 bps to 190 bps
$	100,000,000	April 2023	LIBOR + 165 bps to 225 bps
$	75,000,000	September 2024	LIBOR + 170 bps to 225 bps

Schedule of Principal Payments on Mortgage Loan Payable, Finance Lease Obligation, Unsecured Term Loans, and Unsecured Credit Facility

Scheduled principal payments on a mortgage loan payable, finance lease obligation, unsecured term loans, and the unsecured credit facility at December 31, 2019, due on various dates from 2021 to 2050, are as follows:

	Mortgage Loan		Finance Lease		Revolving			Term				Unamortized
Year	Payable		Obligation		Credit Facility			Loans		Total		Issuance Costs			Total
2020	$	1,034,000	$	33,000	$	-		$	-	$	1,067,000	$	(767,000	)	$	300,000
2021		1,074,000		35,000		106,000,000	(a)		75,000,000		182,109,000		(648,000	)		181,461,000
2022		1,116,000		37,000		-			150,000,000		151,153,000		(499,000	)		150,654,000
2023		1,160,000		39,000		-			100,000,000		101,199,000		(274,000	)		100,925,000
2024		1,206,000		41,000		-			75,000,000		76,247,000		(207,000	)		76,040,000
Thereafter		41,089,000		5,480,000		-			75,000,000		121,569,000		(374,000	)		121,195,000
	$	46,679,000	$	5,665,000	$	106,000,000		$	475,000,000	$	633,344,000	$	(2,769,000	)	$	630,575,000

(a) The revolving credit facility is subject to a one-year extension at the Company's option.

Summary of Derivative Financial Instruments Held

The following is a summary of the derivative financial instruments held by the Company at December 31, 2019 and December 31, 2018:

December 31, 2019
Designation/				Fair		Maturity	Balance sheet
Cash flow	Derivative	Count		value		dates	location
Qualifying	Interest rate swaps		2	$	136,000	2020-2023	Other assets and deferred charges, net
Qualifying	Interest rate swaps		6	$	7,180,000	2021-2025	Accounts payable and accrued liabilities
December 31, 2018
Designation/				Fair		Maturity	Balance sheet
Cash flow	Derivative	Count		value		dates	location
Qualifying	Interest rate swaps		7	$	8,871,000	2019-2024	Other assets and deferred charges, net
Qualifying	Interest rate swaps		2	$	1,576,000	2025	Accounts payable and accrued liabilities

Effect of Derivative Financial Instruments on Consolidated Statements of Operations and Consolidated Statements of Equity

The following presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and the consolidated statements of equity 2019, 2018 and 2017, respectively:

		(Loss) gain recognized in other
		comprehensive (loss) income
		(effective portion)
Designation/		Years ended December 31,
Cash flow	Derivative	2019			2018		2017
Qualifying	Interest rate swaps	$	(13,090,000	)	$	2,185,000	$	2,492,000
		Gain (loss) recognized in other
		comprehensive (loss) income
		reclassified into earnings (effective portion)
		Years ended December 31,
	Classification	2019			2018		2017
	Continuing Operations	$	1,196,000		$	667,000	$	(2,345,000	)

XML

Revenues (Tables)

12 Months Ended

Dec. 31, 2019

Revenues [Abstract]

Schedule of Rent Revenues

Rents for 2019, 2018 and 2017, respectively, are comprised of the following:

	Years ended December 31,
	2019		2018		2017
Base rents	$	105,041,000	$	107,630,000	$	108,998,000
Expense recoveries		33,475,000		33,378,000		31,220,000
Percentage rent		971,000		725,000		896,000
Straight-line rents		405,000		1,142,000		864,000
Amortization of intangible lease liabilities, net		2,827,000		4,361,000		2,518,000
Total rents	$	142,719,000	$	147,236,000	$	144,496,000

Schedule of Annual Future Base Rents Due to be Received

Annual future base rents due to be received under non-cancelable operating leases in effect at December 31, 2019 are approximately as follows (excluding those base rents applicable to properties classified as real estate held for sale):

2020	$	98,931,000
2021		88,888,000
2022		77,176,000
2023		70,248,000
2024		59,957,000
Thereafter		208,157,000
	$	603,357,000

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Summary of the Remaining Unsecured Term Loans) (Details) - USD ($)	Jul. 24, 2018	Dec. 31, 2019	Dec. 31, 2018
Line Of Credit Facility [Line Items]
Amount		$ 106,000,000	$ 100,000,000
Term Loan Two [Member] | Unsecured Term Loans [Member]
Line Of Credit Facility [Line Items]
Amount	$ 75,000,000
Maturity date	Feb. 28, 2021
Term Loan Two [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.30%
Term Loan Two [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.90%
Term Loan Three [Member] | Unsecured Term Loans [Member]
Line Of Credit Facility [Line Items]
Amount	$ 50,000,000
Maturity date	Feb. 28, 2022
Term Loan Three [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.30%
Term Loan Three [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.90%
Term Loan Four [Member] | Unsecured Term Loans [Member]
Line Of Credit Facility [Line Items]
Amount	$ 50,000,000
Maturity date	Sep. 30, 2022
Term Loan Four [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.30%
Term Loan Four [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.90%
Term Loan Five [Member] | Unsecured Term Loans [Member]
Line Of Credit Facility [Line Items]
Amount	$ 100,000,000
Maturity date	Apr. 30, 2023
Term Loan Five [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.65%
Term Loan Five [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Interest range	2.25%
Term Loan Six [Member] | Unsecured Term Loans [Member]
Line Of Credit Facility [Line Items]
Amount	$ 75,000,000
Maturity date	Sep. 30, 2024
Term Loan Six [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Minimum [Member]
Line Of Credit Facility [Line Items]
Interest range	1.70%
Term Loan Six [Member] | Unsecured Term Loans [Member] | LIBOR [Member] | Maximum [Member]
Line Of Credit Facility [Line Items]
Interest range	2.25%

XML

Mortgage Loans Payable and Unsecured Credit Facilities (Schedule of Debt and Finance Lease Obligations Related to Continuing Operations) (Details) - USD ($)		12 Months Ended
	Jul. 24, 2018	Dec. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Mortgage loans payable		$ 46,370,000	$ 47,315,000
Total debt gross		633,344,000
Credit facilities		106,000,000	100,000,000
Unamortized issuance costs		(2,769,000)	(3,536,000)
Total debt		630,575,000
Finance Lease Obligation [Member]
Debt Instrument [Line Items]
Total debt gross		5,665,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Total debt gross		106,000,000
Term Loan Two [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date	Feb. 28, 2021
Credit facilities	$ 75,000,000
Term Loan Three [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date	Feb. 28, 2022
Credit facilities	$ 50,000,000
Term Loan Four [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date	Sep. 30, 2022
Credit facilities	$ 50,000,000
Term Loan Five [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date	Apr. 30, 2023
Credit facilities	$ 100,000,000
Term Loan Six [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date	Sep. 30, 2024
Credit facilities	$ 75,000,000
Continuing Operations [Member]
Debt Instrument [Line Items]
Total debt gross		633,344,000	628,370,000
Total debt		$ 630,575,000	$ 624,834,000
Weighted average contractual interest rate		3.50%	3.60%
Continuing Operations [Member] | Finance Lease Obligation [Member]
Debt Instrument [Line Items]
Maturity date		Sep. 30, 2050	Sep. 30, 2050
Total debt gross		$ 5,665,000	$ 5,696,000
Weighted average contractual interest rate		5.30%	5.30%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member]
Debt Instrument [Line Items]
Maturity date		Jun. 30, 2026	Jun. 30, 2026
Mortgage loans payable		$ 46,679,000	$ 47,674,000
Weighted average contractual interest rate		3.90%	3.90%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member] | Term Loan Two [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Feb. 28, 2021	Feb. 28, 2021
Credit facilities		$ 75,000,000	$ 75,000,000
Weighted average contractual interest rate		3.60%	3.60%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member] | Term Loan Three [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Feb. 28, 2022	Feb. 28, 2022
Credit facilities		$ 50,000,000	$ 50,000,000
Weighted average contractual interest rate		3.00%	3.00%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member] | Term Loan Four [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Sep. 30, 2022	Sep. 30, 2022
Credit facilities		$ 50,000,000	$ 50,000,000
Weighted average contractual interest rate		2.80%	2.80%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member] | Term Loan Five [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Apr. 30, 2023	Apr. 30, 2023
Credit facilities		$ 100,000,000	$ 100,000,000
Weighted average contractual interest rate		3.20%	3.20%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member] | Term Loan Six [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Sep. 30, 2024	Sep. 30, 2024
Credit facilities		$ 75,000,000	$ 75,000,000
Weighted average contractual interest rate		3.70%	3.30%
Continuing Operations [Member] | Fixed-Rate Mortgage [Member] | Term Loan Seven [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Jul. 31, 2025	Jul. 31, 2025
Credit facilities		$ 75,000,000	$ 75,000,000
Weighted average contractual interest rate		4.60%	4.60%
Continuing Operations [Member] | Variable-Rate Mortgage [Member] | Revolving Credit Facility [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Sep. 30, 2021	Sep. 30, 2021
Credit facilities		$ 106,000,000	$ 100,000,000
Weighted average contractual interest rate		3.20%	3.80%
Continuing Operations [Member] | Variable-Rate Mortgage [Member] | Term Loan [Member] | Unsecured credit facility [Member]
Debt Instrument [Line Items]
Maturity date		Sep. 30, 2022	Sep. 30, 2022
Credit facilities		$ 50,000,000	$ 50,000,000
Weighted average contractual interest rate		3.30%	3.80%

XML

Revenues (Schedule of Annual Future Base Rents Due to be Received Under Non-Cancelable Operating Leases) (Details)	Dec. 31, 2019 USD ($)
Revenues [Abstract]
2020	$ 98,931,000
2021	88,888,000
2022	77,176,000
2023	70,248,000
2024	59,957,000
Thereafter	208,157,000
Future rents due to be received	$ 603,357,000

XML

Earnings Per Share (Narrative) (Details) - shares		12 Months Ended
	Aug. 01, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Weighted average nonvested restricted shares outstanding		2,800,000	3,000,000	3,800,000
Anti-dilutive common stock shares excluded from earnings per share amount				5,750,000
Weighted average number of OP units outstanding		547,000	429,000	350,000
Market Performance-Based Equity Award [Member] | Chief Executive Officer [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Shares issuable under Stock incentive plan		0	0
Forward Sales Agreements [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Settlement date of agreements	Aug. 01, 2017

XML

Schedule III - Real Estate and Accumulated Depreciation (Changes in Real Estate and Accumulated Depreciation) (Details) - USD ($)		12 Months Ended
		Dec. 31, 2019		Dec. 31, 2018	Dec. 31, 2017
Real estate balance, beginning of the year		$ 1,508,682,000		$ 1,534,599,000	$ 1,496,429,000
Properties transferred to held for sale		(36,265,000)		(61,505,000)	(15,971,000)
Property acquisitions		9,333,000		6,481,000	30,997,000
Property dispositions					(4,332,000)
Improvements and betterments		37,089,000		29,107,000	29,752,000
Asset write-offs		(3,633,000)			(2,276,000)
Real estate balance, end of the year		1,515,206,000	[1]	1,508,682,000	1,534,599,000
Accumulated depreciation balance, beginning of the year		361,969,000		341,943,000	313,070,000
Properties transferred to held for sale		(10,143,000)		(14,886,000)	(4,131,000)
Property dispositions					(1,048,000)
Depreciation expense	[2]	41,142,000		34,912,000	36,328,000
Asset write-offs		(3,107,000)			(2,276,000)
Accumulated depreciation balance end of the year		389,861,000		361,969,000	341,943,000
Net book value		1,125,345,000		$ 1,146,713,000	$ 1,192,656,000
Amount of encumbrance		46,700,000
Difference between recorded cost of real estate and cost for federal tax purposes		$ 5,700,000
Minimum [Member]
Estimated useful life of buildings and improvements		3 years
Maximum [Member]
Estimated useful life of buildings and improvements		40 years

[1] At December 31, 2019, the aggregate cost for federal income tax purposes was approximately $5.7 million greater than the Company's recorded values.

[2] Depreciation is provided over the estimated useful lives of the buildings and improvements, which range from 3 to 40 years.

XML

Summary of Significant Accounting Policies (Supplemental Consolidated Statements of Cash Flows Information) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Supplemental disclosure of cash activities:
Cash paid for interest	$ 23,859,000	$ 22,191,000	$ 21,359,000
Supplemental disclosure of non-cash activities:
Capitalization of interest and financing costs	1,649,000	1,528,000	$ 684,000
Recognition of right-of-use assets and related lease liabilities	$ 13,778,000
Issuance of OP Units in connection with a land parcel acquisition		$ 975,000

XML

Fair Value Measurements (Narrative) (Details)	12 Months Ended
	Dec. 31, 2019 USD ($) property	Dec. 31, 2018 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of fixed rate mortgage loans payable	$ 47,000,000	$ 44,400,000
Carrying value of fixed rate mortgage payable	$ 46,400,000	47,300,000
Number of properties | property	56
Real estate held for sale	$ 13,230,000	$ 11,592,000
Nonrecurring Basis [Member] | Level 3 [Member] | Assets [Member] | Retail Properties [Member] | Income Capitalization Approach [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of properties | property	1
Real estate held for sale	$ 1,900,000
Nonrecurring Basis [Member] | Level 3 [Member] | Assets [Member] | Retail Properties [Member] | Income Capitalization Approach [Member] | Measurement Input Cap Rate [Member] | Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Capitalization rate	8.50%
Nonrecurring Basis [Member] | Level 3 [Member] | Assets [Member] | Retail Properties [Member] | Discounted Cash Flow Approach [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of properties | property	1
Real estate held for sale	$ 6,000,000
Nonrecurring Basis [Member] | Level 3 [Member] | Assets [Member] | Retail Properties [Member] | Discounted Cash Flow Approach [Member] | Measurement Input Cap Rate [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Capitalization rate	11.50%
Nonrecurring Basis [Member] | Level 3 [Member] | Assets [Member] | Retail Properties [Member] | Discounted Cash Flow Approach [Member] | Measurement Input Discount Rate [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate	8.00%

XML

Revenues (Narrative) (Details) - USD ($)	1 Months Ended	3 Months Ended									12 Months Ended
	Apr. 30, 2018	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Lessor Lease Description [Line Items]
Payment accepted on termination of lease prior to contractual expiration	$ 4,300,000											$ 4,300,000
Total revenues			$ 35,628,000	$ 35,912,000	$ 35,660,000	$ 36,883,000	$ 36,932,000	$ 36,170,000	$ 41,350,000	$ 37,568,000	$ 144,083,000	152,020,000	$ 146,008,000
Impairment charges											8,938,000	20,689,000	9,538,000
Expense recoveries											$ 34,400,000	34,100,000	$ 32,100,000
Contract Termination [Member]
Lessor Lease Description [Line Items]
Total revenues												5,400,000
Cash payment reduced by straight line rent receivable												500,000
Contract Termination [Member] | Scenario Forecast [Member]
Lessor Lease Description [Line Items]
Impairment charges		$ 7,500,000
Accelerated Intangible Lease Liability Amortization [Member] | Contract Termination [Member]
Lessor Lease Description [Line Items]
Total revenues												1,500,000
Other Income [Member] | Contract Termination [Member]
Lessor Lease Description [Line Items]
Total revenues												$ 3,800,000
Other Income [Member] | Contract Termination [Member] | Scenario Forecast [Member]
Lessor Lease Description [Line Items]
Total revenues		$ 7,100,000

XML

Shareholders' Equity (Narrative) (Details) - USD ($)								12 Months Ended
	Jan. 16, 2020	Jan. 12, 2018	Dec. 15, 2017	Sep. 15, 2017	Aug. 24, 2017	Aug. 16, 2017	Aug. 01, 2016	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 18, 2018
Class Of Stock [Line Items]
Preferred stock, shares authorized								12,500,000
Net proceeds from sale of preferred stock										$ 120,432,000
Common stock repurchase, authorized											$ 30,000,000
Common stock repurchase, shares									772,000
Common stock repurchase, weighted average price per share									$ 3.02
Additional number of common stock shares repurchased								2,050,000			2,823,000
Additional common stock repurchased, weighted average price per share								$ 3.34			$ 3.25
Common stock, shares issued								89,020,000	90,436,000
Stock price as percentage of market value								100.00%
Remaining shares authorized under DRIP								2,828,000
Accrued preferred stock dividends								$ 1,200,000	$ 1,200,000
Subsequent Event [Member]
Class Of Stock [Line Items]
Dividends payable, date declared	Jan. 16, 2020
Common stock, dividends declared	$ 0.05
Dividends payable, date to be paid	Feb. 20, 2020
Dividends payable, date of record	Feb. 10, 2020
Forward Sales Agreement [Member]
Class Of Stock [Line Items]
Common stock, shares issued							5,750,000
Settlement date of agreements							Aug. 01, 2017
Public offering, estimated net proceeds							$ 43,200,000
Series B [Member]
Class Of Stock [Line Items]
Dividend rate percentage								7.25%	7.25%	7.25%
Redemption date								May 22, 2017
Redemption price per share		$ 25.00		$ 25.00		$ 25.00		$ 25.00
Preferred stock, shares authorized								1,450,000	1,450,000
Preferred stock redeemed, shares		2,000,000		3,000,000		1,500,000
Redemption price plus accrued and unpaid dividends amount		$ 50,000,000		$ 75,000,000		$ 37,500,000
Series B [Member] | Subsequent Event [Member]
Class Of Stock [Line Items]
Preferred stock dividends declared	$ 0.453125
Series C [Member]
Class Of Stock [Line Items]
Dividend rate percentage								6.50%	6.50%	6.50%
Redemption price per share								$ 25.00
Preferred stock, shares authorized								6,450,000	6,450,000
Common stock sales, net of issuance expenses, shares			2,000,000		3,000,000
Shares Issued, price per share			$ 25.00		$ 25.00
Net proceeds from sale of preferred stock			$ 48,100,000		$ 72,300,000
Series C [Member] | Subsequent Event [Member]
Class Of Stock [Line Items]
Preferred stock dividends declared	$ 0.406250

XML

Intangible Lease Asset/Liability (Narrative) (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Intangible Lease Asset Liability [Abstract]
Unamortized intangible lease liabilities	$ 10,473,000	$ 13,209,000
Unamortized intangible lease assets	400,000	$ 600,000
Accumulated amortization	$ 39,600,000

XML

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Supplemental Consolidated Statements of Cash Flows Information

Supplemental Consolidated Statements of Cash Flows Information

	Years ended December 31,
	2019		2018		2017
Supplemental disclosure of cash activities:
Cash paid for interest	$	23,859,000	$	22,191,000	$	21,359,000
Supplemental disclosure of non-cash activities:
Capitalization of interest and financing costs		1,649,000		1,528,000		684,000
Recognition of right-of-use assets and related lease liabilities		13,778,000		—		—
Issuance of OP Units in connection with a land parcel acquisition		—		975,000		—

XML

Selected Quarterly Financial Data

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Selected Quarterly Financial Data

Note 16. Selected Quarterly Financial Data (unaudited)

	Quarter ended
	March 31			June 30		September 30		December 31
2019
Revenues	$	36,883,000		$	35,660,000	$	35,912,000	$	35,628,000
Net income (loss)	$	2,989,000		$	5,544,000	$	2,947,000	$	(9,914,000	)
Net income (loss) attributable to common shareholders	$	194,000		$	2,695,000	$	92,000	$	(12,657,000	)
Per common share (basic and diluted) (a)	$	0.00		$	0.03	$	0.00	$	(0.15	)
2018
Revenues	$	37,568,000		$	41,350,000	$	36,170,000	$	36,932,000
Net (loss) income	$	(16,620,000	)	$	9,937,000	$	6,305,000	$	4,736,000
Net (loss) income attributable to common shareholders	$	(22,974,000	)	$	7,089,000	$	3,472,000	$	1,932,000
Per common share (basic and diluted) (a)	$	(0.26	)	$	0.08	$	0.04	$	0.02

(a) Differences between the sum of the four quarterly per share amounts and the annual per share amounts, if any, are attributable to the effect of the weighted average outstanding share calculation for the respective periods.