0001564590-21-004308.txt : 20210204 0001564590-21-004308.hdr.sgml : 20210204 20210204160537 ACCESSION NUMBER: 0001564590-21-004308 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20210204 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20210204 DATE AS OF CHANGE: 20210204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CEDAR REALTY TRUST, INC. CENTRAL INDEX KEY: 0000761648 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 421241468 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31817 FILM NUMBER: 21591136 BUSINESS ADDRESS: STREET 1: 44 SOUTH BAYLES AVENUE CITY: PORT WASHINGTON STATE: NY ZIP: 11050 BUSINESS PHONE: 5167676492 MAIL ADDRESS: STREET 1: 44 SOUTH BAYLES AVENUE CITY: PORT WASHINGTON STATE: NY ZIP: 11050 FORMER COMPANY: FORMER CONFORMED NAME: CEDAR SHOPPING CENTERS INC DATE OF NAME CHANGE: 20030812 FORMER COMPANY: FORMER CONFORMED NAME: CEDAR INCOME FUND LTD /MD/ DATE OF NAME CHANGE: 20001128 FORMER COMPANY: FORMER CONFORMED NAME: UNI INVEST USA LTD DATE OF NAME CHANGE: 20000407 8-K 1 cdr-8k_20210204.htm 8-K cdr-8k_20210204.htm
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 4, 2021

 

CEDAR REALTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

001-31817

 

42-1241468

(Commission

File Number)

 

(IRS Employer

Identification No.)

44 South Bayles Avenue

Port Washington, New York 11050

(Address of Principal Executive Offices) (Zip Code)

(516767-6492

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)  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.

 

 

Items 2.02 and 7.01.Results of Operations and Financial Condition, and Regulation FD.

 

 On February 4, 2021, Cedar Realty Trust, Inc. issued a press release announcing its comparative financial results as well as certain supplemental financial information for the three months ended December 31, 2020. The press release and the supplemental financial information are furnished as Exhibit 99.1 and are incorporated herein by reference.

 

The information in this Current Report on Form 8-K is furnished under Item 2.02 – “Results of Operations and Financial Condition” and Item 7.01 – “Regulation FD Disclosure”. This information, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).  The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act except as expressly set forth by specific reference in any such filing.

 

 Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


 


 

 

 

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 hereunto duly authorized.

 

 

CEDAR REALTY TRUST, INC.

 

 

/s/ PHILIP R. MAYS

Philip R. Mays

Executive Vice President, Chief Financial Officer and Treasurer

(Principal financial officer)

 

Dated: February 4, 2021

 

 

EX-99.1 2 cdr-ex991_6.htm EX-99.1 cdr-ex991_6.htm

 

 

 

 

 

 

 

 


 

 

CEDAR REALTY TRUST, INC.

Supplemental Financial Information

December 31, 2020

(unaudited)

TABLE OF CONTENTS

 

 

 

 

2

 


 

Forward-Looking Statements

 

The information contained in this Supplemental Financial Information is unaudited and does not purport to disclose all items required by accounting principles generally accepted in the United States (“GAAP”). In addition, certain statements made or incorporated by reference herein are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and, as such, may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Cedar Realty Trust, Inc. (the “Company”) to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “may”, “will”, “should”, “estimates”, “projects”, “anticipates”, “believes”, “expects”, “intends”, “future”, and words of similar import, or the negative thereof. Factors that could cause actual results, performance or achievements to differ materially from current expectations include, but are not limited to: (i) the economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including: (a) the effectiveness or lack of effectiveness of governmental relief in providing assistance to large and small businesses, particularly including our retail tenants and other retailers, that have suffered significant declines in revenues as a result of mandatory business shut-downs, “shelter-in-place” or “stay-at-home” orders and social distancing practices, as well as individuals adversely impacted by the COVID-19 pandemic, (b) the duration of any such orders or other formal recommendations for social distancing and the speed and extent to which revenues of our retail tenants recover following the lifting of any such orders or recommendations, (c) the potential impact of any such events on the obligations of the Company’s tenants to make rent and other payments or honor other commitments under existing leases, (d) the potential adverse impact on returns from redevelopment projects, (e) to the extent we were seeking to sell properties in the near term, significantly greater uncertainty regarding our ability to do so at attractive prices, and (f) the broader impact of the severe economic contraction and increase in unemployment that has occurred in the short term and negative consequences that will occur if these trends are not quickly reversed; (ii) the ability and willingness of the Company’s tenants and other third parties to satisfy their obligations under their respective contractual arrangements with the Company; (iii) the loss or bankruptcy of the Company’s tenants, particularly in light of the adverse impact to the financial health of many retailers that has occurred and continues to occur as a result of the COVID-19 pandemic; (iv) the ability and willingness of the Company’s tenants to renew their leases with the Company upon expiration, the Company’s ability to re-lease its properties on the same or better terms in the event of nonrenewal or in the event the Company exercises its right to replace an existing tenant, and obligations the Company may incur in connection with the replacement of an existing tenant, particularly, in light of the adverse impact to the financial health of many retailers that has occurred and continues to occur as a result of the COVID-19 pandemic, and the significant uncertainty as to when and the conditions under which potential tenants will be able to operate physical retail locations in future; (v) macroeconomic conditions, such as a disruption of or lack of access to capital markets and the adverse impact of the recent significant decline in the Company’s share price from prices prior to the spread of the COVID-19 pandemic; (vi) financing risks, such as the Company’s inability to obtain new financing or refinancing on favorable terms as the result of market volatility or instability; (vii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (viii) the impact of the Company’s leverage on operating performance; (ix) risks related to the market for retail space generally, including reductions in consumer spending, variability in retailer demand for leased space, adverse impact of e-commerce, ongoing consolidation in the retail sector and changes in economic conditions and consumer confidence; (x) risks endemic to real estate and the real estate industry generally(xi) competitive risks; (xii) risks related to the geographic concentration of the Company’s properties in the Washington, D.C. to Boston corridor; (xiii) damage to the Company’s properties from catastrophic weather and other natural events, and the physical effects of climate change; (xiv) the inability of the Company to realize anticipated returns from its redevelopment activities; (xv) uninsured losses; (xvi) the Company’s ability and willingness to maintain its qualification as a REIT in light of economic, market, legal, tax and other considerations; and (xvii) information technology security breaches. For further discussion of factors that could materially affect the outcome of forward-looking statements, see “Risk Factors” in Part I, Item 1A, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and other documents that the Company files with the Securities and Exchange Commission from time to time.

Except for ongoing obligations to disclose material information as required by the federal securities laws, the Company undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. All of the above factors are difficult to predict, contain uncertainties that may materially affect the Company’s actual results and may be beyond the Company’s control.  New factors emerge from time to time, and it is not possible for the Company’s management to predict all such factors or to assess the effects of each factor on the Company’s business. Accordingly, there can be no assurance that the Company’s current expectations will be realized.

 


 

 

3

 


 

CEDAR REALTY TRUST REPORTS

FOURTH QUARTER 2020 RESULTS

 

 

Port Washington, New York – February 4, 2021 – Cedar Realty Trust, Inc. (NYSE:CDR – the “Company”) today reported results for the fourth quarter and full year 2020. Net income attributable to common shareholders was $0.25 per diluted share for the fourth quarter and net loss attributable to common shareholders was $(0.92) per diluted share for the full year 2020.  Other highlights include:

 

Highlights

 

Operating Funds from operations (FFO) of $0.71 per diluted share for the quarter and $2.91 for the year

NAREIT-defined FFO of $0.71 per diluted share for the quarter and $2.88 for the year

Same-property net operating income (NOI) decreased 4.1% for the quarter and 6.8% for the year

Signed 37 new and renewal leases for 222,000 square feet in the quarter and 121 new and renewal leases for 963,000 square feet for the year

Comparable cash-basis lease spreads of 1.5% for the quarter and 0.1% for the year

On October 27, 2020, utilized our revolving credit facility to repay the $75.0 million term loan which was set to mature in February 2021, as we advance the long-term refinancing of the loan which we anticipate closing in early 2021. The revolving credit facility matures in September 2021, and may be extended, at the Company’s option, for an additional one-year period, subject to customary conditions

Same property portfolio was 91.2% leased

On October 8, 2020, sold Glen Allen Shopping Center for $8.5 million, on November 2, 2020, sold Pine Grove outparcel building for $1.1 million, and on December 10, 2020, sold Suffolk Plaza for $7.0 million

On November 27, 2020, the Company completed a 1-for-6.6 reverse stock split of the issued and outstanding common stock

 

COVID-19 Update

 

The Company took various actions as a result of COVID-19, which were fully detailed in the Company’s First Quarter 2020 Earnings Press Release on May 14, 2020. Deferred and waived base rents and monthly charges are as follows (dollars in millions):

 

 

 

 

 

 

 

 

Range

 

 

Year ended

December 31, 2020

 

Deferred / Waived Months

 

Payback

Months

 

Payback

Period

 

 

 

 

 

 

 

 

 

Deferred Rent

 

$3.2

 

1 to 10

 

1 to 24

 

July 2020 to March 2021

 

 

 

 

(Wtd Avg 4.1)

 

(Wtd Avg 10.4)

 

(Wtd Avg Dec 2020)

 

 

 

 

 

 

 

 

 

Waived Rent

 

$1.5

 

1 to 11

 

N/A

 

N/A

 

 

 

 

(Wtd Avg 4.2)

 

 

 

 

 

Financial Results

 

Net income attributable to common shareholders for the fourth quarter of 2020 was $3.3 million or $0.25 per diluted share, compared to net loss of $12.7 million or $0.98 per diluted share for the same period in 2019. The principal differences in the comparative three-month results were gain on sales of properties in 2020, and an impairment charge on a property held for sale, and the acceleration of depreciation relating to the demolition of certain existing buildings at redevelopment properties in 2019. Net loss attributable to common shareholders for the full year 2020 was $(11.8) million or $(0.92) per diluted share, compared to net loss of $(9.7) million or $(0.78) per diluted share for the full year 2019. The principal differences in the comparative full year results were lease termination income, the acceleration of depreciation relating to the demolition of certain existing buildings at redevelopment properties, and the effects of COVID-19 in 2020, and gain on properties sold and impairment charges in 2020 and 2019.

 

NAREIT-defined FFO for the fourth quarter of 2020 was $9.8 million or $0.71 per diluted share, compared to $11.0 million or $0.80 per diluted share for the same period in 2019. Operating FFO for the fourth quarter of 2020 was $9.8 million or $0.71 per diluted share, compared to $9.7 million or $0.71 per diluted share for the same period in 2019. The difference between Operating FFO and NAREIT-defined FFO in 2019 were management transition and redevelopment costs.

 

NAREIT-defined FFO for the full year 2020 was $39.8 million or $2.88 per diluted share, compared to $42.1 million or $3.05 per diluted share for the same period in 2019. Operating FFO for the full year 2020 was $40.3 million or $2.91 per diluted share, compared to $40.8 million or $2.95 per diluted share for the full year 2019.  The differences between Operating FFO and NAREIT-defined FFO were redevelopment costs in 2020 and management transition and redevelopment costs in 2019. The principal difference between the comparative full year Operating FFO results were the effects of COVID-19 and lease termination income in 2020.

 

 

4

 


 

 

Portfolio Update

 

During the fourth quarter of 2020, the Company signed 37 leases, all on a comparable space basis, for 222,000 square feet at a positive lease spread of 1.5% on a cash basis (new leases decreased 15.6% and renewals increased 2.5%). During the full year 2020, the Company signed 121 leases for 963,000 square feet. On a comparable space basis, the Company leased 952,300 square feet at a positive lease spread of 0.1% on a cash basis (new leases decreased 4.9% and renewals increased 0.9%).

 

Same-property NOI decreased 4.1% for the fourth quarter of 2020, and decreased 6.8% for the full year 2020, both excluding redevelopments, as compared to the same periods in 2019.  

 

The Company’s total portfolio, excluding properties held for sale, was 89.1% leased at December 31, 2020, compared to 89.8% at September 30, 2020 and 93.2% at December 31, 2019. The Company’s same-property portfolio was 91.2% leased at December 31, 2020, compared to 91.7% at September 30, 2020 and 93.0% at December 31, 2019.

 

As of December 31, 2020, The Commons, located in Dubois, Pennsylvania and Carll’s Corner, located in Bridgeton, New Jersey, have been classified as “real estate held for sale”.

 

Balance Sheet Update

 

Debt

 

On October 27, 2020, the Company utilized its revolving credit facility to repay the $75.0 million term loan which was set to mature in February 2021. The revolving credit facility matures in September 2021, and may be extended, at the Company’s option, for an additional one-year period, subject to customary conditions.

 

As of December 31, 2020, the Company had $56.7 million available under its revolving credit facility and reported net debt to earnings before interest, taxes, depreciations, and amortization for real estate (EBITDAre) of 8.9 times.

 

Equity

 

On November 27, 2020, the Company effected a 1-for-6.6 reverse stock split of the issued outstanding common stock. Each 6.6 shares of the Company’s issued and outstanding common stock were combined into one share of the Company’s common stock. The number of authorized shares and the par value of the common stock were not changed. In addition, the Company amended the Limited Partnership Agreement of our Operating Partnership to effect a corresponding reverse split of the partnership interests of the Operating Partnership.

 

2021 Guidance

 

At this time, the Company is not providing per share net income or FFO guidance.  However, our current 2021 expectations for the key drivers of our earnings are as follows:

 

 

Decrease in lease termination income of approximately $7.5 million. This is substantially driven by the $7.1 million of lease termination income recorded in Q1 2020 related to the Company agreeing to a cash payment in consideration for permitting a dark anchor tenant to terminate its lease prior to the contractual expiration at Metro Square.

 

Same-property NOI decreasing approximately 1% to 3% excluding redevelopment properties and 2% to 4% when redevelopment properties are included.

 

Property NOI decreasing by approximately $2.5 million related to property dispositions closed in 2020. The Company is exploring additional dispositions that, if closed, would further reduce 2021 property NOI.

 

Interest expense decreasing by approximately $1.7 million compared to 2020 prior to any proactive debt refinancing transactions completed in 2021.  Taking into account the one-year extension option the Company has at its election for its revolving credit facility, the Company has no 2021 debt maturities.  However, the Company is currently advancing the long-term refinancing of a substantial portion of its 2022 debt maturities. Any proactive refinancing will increase interest expense as the proceeds will likely first be used to repay the Company’s revolving credit facility, which currently has a variable interest rate of 1.8%.

 


 

 

5

 


 

Non-GAAP Financial Measures

 

NAREIT-defined FFO is a widely recognized supplemental non-GAAP measure utilized to evaluate the financial performance of a REIT. The Company considers NAREIT-defined 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 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 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. NAREIT-defined FFO and Operating FFO should be reviewed with GAAP net income attributable to common shareholders, the most directly comparable GAAP financial measure, when trying to understand the Company’s operating performance. A reconciliation of net income (loss) attributable to common shareholders to NAREIT-defined FFO and Operating FFO for the three and twelve months ended December 31, 2020 and 2019 is detailed in the attached schedule.

 

EBITDAre is a recognized supplemental non-GAAP financial measure. The Company presents EBITDAre in accordance with the definition adopted by NAREIT, which generally defines EBITDAre as net income plus interest expense, income tax expense, depreciation, amortization, and impairment write-downs of depreciated property, plus or minus losses and gains on the disposition of depreciated property, and adjustments to reflect the Company’s share of EBITDAre of unconsolidated affiliates. The Company believes EBITDAre provides additional information with respect to the Company’s performance and ability to meet its future debt service requirements. The Company also considers Adjusted EBITDAre 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 management transition, acquisition pursuit and redevelopment costs. The Company believes Adjusted EBITDAre further assists in comparing the Company’s performance across reporting periods on a consistent basis by excluding such items. EBITDAre and Adjusted EBITDAre should be reviewed with GAAP net income, the most directly comparable GAAP financial measure, when trying to understand the Company’s operating performance. EBITDAre and Adjusted EBITDAre do not represent cash generated from operating activities and should not be considered as an alternative to income from continuing operations or to cash flow from operating activities. The Company’s computation of Adjusted EBITDAre may differ from the computations utilized by other companies and, accordingly, may not be comparable to such companies.

 

Same-property NOI is a widely recognized supplemental non-GAAP financial measure for REITs.  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 Company considers same-property NOI 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. Same property NOI should be reviewed with consolidated operating income, the most directly comparable GAAP financial measure.

 

Supplemental Financial Information Package

 

The Company has issued “Supplemental Financial Information” for the period ended December 31, 2020. Such information has been filed today as an exhibit to Form 8-K and will also be available on the Company’s website at www.cedarrealtytrust.com.

 

Investor Conference Call

 

The Company will host a conference call today, February 4, 2021, at 5:00 PM (ET) to discuss the quarterly results. The conference call can be accessed by dialing (877) 705-6003 or (1) (201) 493-6725 for international participants. A live webcast of the conference call will be available online on the Company’s website at www.cedarrealtytrust.com.

 

A replay of the call will be available from 8:00 PM (ET) on February 4, 2021, until midnight (ET) on February 18, 2021. The replay dial-in numbers are (844) 512-2921 or (1) (412) 317-6671 for international callers. Please use passcode 13714567 for the telephonic replay. A replay of the Company’s webcast will be available on the Company’s website for a limited time.

 

About Cedar Realty Trust

 

Cedar Realty Trust, Inc. is a fully-integrated real estate investment trust which focuses on the ownership, operation and redevelopment of grocery-anchored shopping centers in high-density urban markets from Washington, D.C. to Boston. The Company’s portfolio (excluding properties treated as “held for sale”) comprises 54 properties, with approximately 8.1 million square feet of gross leasable area.

 

For additional financial and descriptive information on the Company, its operations and its portfolio, please refer to the Company’s website at www.cedarrealtytrust.com.

 


 

 

6

 


 

Forward-Looking Statements

 

Certain statements made in this this press release that are not strictly historical are  “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and, as such, may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Cedar Realty Trust, Inc. (the “Company”) to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by use of the words “may”, “will”, “should”, “estimates”, “projects”, “anticipates”, “believes”, “expects”, “intends”, “future”, and words of similar import, or the negative thereof. Factors that could cause actual results, performance or achievements to differ materially from current expectations include, but are not limited to: (i) the economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including: (a) the effectiveness or lack of effectiveness of governmental relief in providing assistance to large and small businesses, particularly including our retail tenants and other retailers, that have suffered significant declines in revenues as a result of mandatory business shut-downs, “shelter-in-place” or “stay-at-home” orders and social distancing practices, as well as individuals adversely impacted by the COVID-19 pandemic, (b) the duration of any such orders or other formal recommendations for social distancing and the speed and extent to which revenues of our retail tenants recover following the lifting of any such orders or recommendations, (c) the potential impact of any such events on the obligations of the Company’s tenants to make rent and other payments or honor other commitments under existing leases, (d) the potential adverse impact on returns from redevelopment projects, (e) to the extent we were seeking to sell properties in the near term, significantly greater uncertainty regarding our ability to do so at attractive prices, and (f) the broader impact of the severe economic contraction and increase in unemployment that has occurred in the short term and negative consequences that will occur if these trends are not quickly reversed; (ii) the ability and willingness of the Company’s tenants and other third parties to satisfy their obligations under their respective contractual arrangements with the Company; (iii) the loss or bankruptcy of the Company’s tenants, particularly in light of the adverse impact to the financial health of many retailers that has occurred and continues to occur as a result of the COVID-19 pandemic; (iv) the ability and willingness of the Company’s tenants to renew their leases with the Company upon expiration, the Company’s ability to re-lease its properties on the same or better terms in the event of nonrenewal or in the event the Company exercises its right to replace an existing tenant, and obligations the Company may incur in connection with the replacement of an existing tenant, particularly, in light of the adverse impact to the financial health of many retailers that has occurred and continues to occur as a result of the COVID-19 pandemic, and the significant uncertainty as to when and the conditions under which potential tenants will be able to operate physical retail locations in future; (v) macroeconomic conditions, such as a disruption of or lack of access to capital markets and the adverse impact of the recent significant decline in the Company’s share price from prices prior to the spread of the COVID-19 pandemic; (vi) financing risks, such as the Company’s inability to obtain new financing or refinancing on favorable terms as the result of market volatility or instability; (vii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (viii) the impact of the Company’s leverage on operating performance; (ix) risks related to the market for retail space generally, including reductions in consumer spending, variability in retailer demand for leased space, adverse impact of e-commerce, ongoing consolidation in the retail sector and changes in economic conditions and consumer confidence; (x) risks endemic to real estate and the real estate industry generally(xi) competitive risks; (xii) risks related to the geographic concentration of the Company’s properties in the Washington, D.C. to Boston corridor; (xiii) damage to the Company’s properties from catastrophic weather and other natural events, and the physical effects of climate change; (xiv) the inability of the Company to realize anticipated returns from its redevelopment activities; (xv) uninsured losses; (xvi) the Company’s ability and willingness to maintain its qualification as a REIT in light of economic, market, legal, tax and other considerations; and (xvii) information technology security breaches. For further discussion of factors that could materially affect the outcome of forward-looking statements, see “Risk Factors” in Part I, Item 1A, of the Company’s Annual Report on Form 10-K for the years ended December 31, 2019 and December 31, 2020, when available, and other documents that the Company files with the Securities and Exchange Commission from time to time.

 

Except for ongoing obligations to disclose material information as required by the federal securities laws, the Company undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. All of the above factors are difficult to predict, contain uncertainties that may materially affect the Company’s actual results and may be beyond the Company’s control.  New factors emerge from time to time, and it is not possible for the Company’s management to predict all such factors or to assess the effects of each factor on the Company’s business. Accordingly, there can be no assurance that the Company’s current expectations will be realized.

 

Contact Information:

Cedar Realty Trust, Inc.

Philip R. Mays

Senior Executive Vice President, Chief Financial Officer and Treasurer

(516) 944-4572


 

 

7

 


 

 

 

 

CEDAR REALTY TRUST, INC.

Condensed Consolidated Balance Sheets

 

 

December 31,

 

 

 

2020

 

 

2019

 

ASSETS

 

 

 

 

 

 

 

 

Real estate, at cost

 

$

1,527,478,000

 

 

$

1,515,206,000

 

Less accumulated depreciation

 

 

(428,569,000

)

 

 

(389,861,000

)

Real estate, net

 

 

1,098,909,000

 

 

 

1,125,345,000

 

Real estate held for sale

 

 

9,498,000

 

 

 

13,230,000

 

Cash and cash equivalents

 

 

1,637,000

 

 

 

2,747,000

 

Receivables

 

 

21,952,000

 

 

 

22,164,000

 

Other assets and deferred charges, net

 

 

45,255,000

 

 

 

42,139,000

 

TOTAL ASSETS

 

$

1,177,251,000

 

 

$

1,205,625,000

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Mortgage loan payable, net

 

$

45,385,000

 

 

$

46,370,000

 

Finance lease obligation

 

 

5,340,000

 

 

 

5,364,000

 

Unsecured revolving credit facility

 

 

175,000,000

 

 

 

106,000,000

 

Unsecured term loans, net

 

 

398,549,000

 

 

 

472,841,000

 

Accounts payable and accrued liabilities

 

 

56,580,000

 

 

 

50,502,000

 

Unamortized intangible lease liabilities

 

 

8,939,000

 

 

 

10,473,000

 

Total liabilities

 

 

689,793,000

 

 

 

691,550,000

 

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

Preferred stock

 

 

159,541,000

 

 

 

159,541,000

 

Common stock and other shareholders' equity

 

 

323,957,000

 

 

 

351,020,000

 

Noncontrolling interests

 

 

3,960,000

 

 

 

3,514,000

 

Total equity

 

 

487,458,000

 

 

 

514,075,000

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

1,177,251,000

 

 

$

1,205,625,000

 

 

 

 

 

 

 

 

 

 

 

 

 

8

 


 

CEDAR REALTY TRUST, INC.

Condensed Consolidated Statements of Operations

 

 

 

Three months ended December 31,

 

 

Years ended December 31,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

PROPERTY REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenues

 

$

32,705,000

 

 

$

35,328,000

 

 

$

127,171,000

 

 

$

142,719,000

 

Other

 

 

553,000

 

 

 

300,000

 

 

 

8,367,000

 

 

 

1,364,000

 

Total property revenues

 

 

33,258,000

 

 

 

35,628,000

 

 

 

135,538,000

 

 

 

144,083,000

 

PROPERTY OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating, maintenance and management

 

 

6,737,000

 

 

 

7,143,000

 

 

 

25,545,000

 

 

 

27,593,000

 

Real estate and other property-related taxes

 

 

4,698,000

 

 

 

5,279,000

 

 

 

20,051,000

 

 

 

20,754,000

 

Total property operating expenses

 

 

11,435,000

 

 

 

12,422,000

 

 

 

45,596,000

 

 

 

48,347,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PROPERTY OPERATING INCOME

 

 

21,823,000

 

 

 

23,206,000

 

 

 

89,942,000

 

 

 

95,736,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER EXPENSES AND INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

4,032,000

 

 

 

3,702,000

 

 

 

16,865,000

 

 

 

18,804,000

 

Depreciation and amortization

 

 

10,204,000

 

 

 

14,839,000

 

 

 

48,412,000

 

 

 

45,861,000

 

Gain on sales

 

 

(3,717,000

)

 

 

-

 

 

 

(4,396,000

)

 

 

(2,942,000

)

Impairment charges

 

 

-

 

 

 

8,938,000

 

 

 

7,607,000

 

 

 

8,938,000

 

Total other expenses and income

 

 

10,519,000

 

 

 

27,479,000

 

 

 

68,488,000

 

 

 

70,661,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

 

11,304,000

 

 

 

(4,273,000

)

 

 

21,454,000

 

 

 

25,075,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-OPERATING INCOME AND EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(5,121,000

)

 

 

(5,641,000

)

 

 

(21,974,000

)

 

 

(23,509,000

)

Total non-operating income and expense

 

 

(5,121,000

)

 

 

(5,641,000

)

 

 

(21,974,000

)

 

 

(23,509,000

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS)

 

 

6,183,000

 

 

 

(9,914,000

)

 

 

(520,000

)

 

 

1,566,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to noncontrolling interests

 

 

(179,000

)

 

 

(55,000

)

 

 

(552,000

)

 

 

(490,000

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS) ATTRIBUTABLE TO CEDAR REALTY TRUST, INC.

 

 

6,004,000

 

 

 

(9,969,000

)

 

 

(1,072,000

)

 

 

1,076,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock dividends

 

 

(2,688,000

)

 

 

(2,688,000

)

 

 

(10,752,000

)

 

 

(10,752,000

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS

 

$

3,316,000

 

 

$

(12,657,000

)

 

$

(11,824,000

)

 

$

(9,676,000

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS) PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS (BASIC AND DILUTED):

 

$

0.25

 

 

$

(0.98

)

 

$

(0.92

)

 

$

(0.78

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares - basic and diluted

 

 

13,112,000

 

 

 

13,070,000

 

 

 

13,104,000

 

 

 

13,082,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

 


 

CEDAR REALTY TRUST, INC.

Supporting Schedules to Consolidated Statements

 

 

Balance Sheets

 

December 31,

 

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construction in process (included in real estate, at cost)

 

$

41,699,000

 

 

$

26,624,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Receivables

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rents and other tenant receivables, net (a)

 

$

6,541,000

 

 

$

5,061,000

 

 

 

 

 

 

 

 

 

Mortgage note receivable

 

 

3,500,000

 

 

 

3,500,000

 

 

 

 

 

 

 

 

 

Straight-line rents

 

 

11,911,000

 

 

 

13,603,000

 

 

 

 

 

 

 

 

 

 

 

$

21,952,000

 

 

$

22,164,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other assets and deferred charges, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease origination costs

 

$

22,331,000

 

 

$

19,947,000

 

 

 

 

 

 

 

 

 

Right-of-use assets

 

 

13,828,000

 

 

 

13,638,000

 

 

 

 

 

 

 

 

 

Prepaid expenses

 

 

6,906,000

 

 

 

6,048,000

 

 

 

 

 

 

 

 

 

Revolving credit facility issuance costs

 

 

623,000

 

 

 

1,021,000

 

 

 

 

 

 

 

 

 

Other

 

 

1,567,000

 

 

 

1,485,000

 

 

 

 

 

 

 

 

 

 

 

$

45,255,000

 

 

$

42,139,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$

23,576,000

 

 

$

29,544,000

 

 

 

 

 

 

 

 

 

Right-of-use liabilities

 

 

14,077,000

 

 

 

13,778,000

 

 

 

 

 

 

 

 

 

Interest rate swap liabilities

 

 

18,927,000

 

 

 

7,180,000

 

 

 

 

 

 

 

 

 

 

 

$

56,580,000

 

 

$

50,502,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Statements of Operations

 

Three months ended December 31,

 

 

Years ended December 31,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Rental revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Base rents

 

$

24,212,000

 

 

$

26,051,000

 

 

$

95,987,000

 

 

$

105,041,000

 

Expense recoveries

 

 

7,546,000

 

 

 

8,398,000

 

 

 

29,241,000

 

 

 

33,475,000

 

Percentage rent

 

 

626,000

 

 

 

271,000

 

 

 

1,778,000

 

 

 

971,000

 

Straight-line rents

 

 

14,000

 

 

 

(6,000

)

 

 

(1,208,000

)

 

 

405,000

 

Amortization of intangible lease liabilities, net

 

 

307,000

 

 

 

614,000

 

 

 

1,373,000

 

 

 

2,827,000

 

 

 

$

32,705,000

 

 

$

35,328,000

 

 

$

127,171,000

 

 

$

142,719,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a)

Includes $1.9 million of net receivables related to deferred rent as a result of COVID-19 as of December 31, 2020.

 

 

10

 


 

CEDAR REALTY TRUST, INC.

Funds From Operations and Additional Disclosures

 

 

 

Three months ended December 31,

 

 

Years ended December 31,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income (loss) attributable to common shareholders

 

$

3,316,000

 

 

$

(12,657,000

)

 

$

(11,824,000

)

 

$

(9,676,000

)

Real estate depreciation and amortization

 

 

10,182,000

 

 

 

14,793,000

 

 

 

48,297,000

 

 

 

45,677,000

 

Limited partners' interest

 

 

21,000

 

 

 

(77,000

)

 

 

(66,000

)

 

 

(57,000

)

Gain on sales

 

 

(3,717,000

)

 

 

-

 

 

 

(4,396,000

)

 

 

(2,942,000

)

Impairment charges

 

 

-

 

 

 

8,938,000

 

 

 

7,607,000

 

 

 

8,938,000

 

Consolidated minority interests:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of income

 

 

158,000

 

 

 

132,000

 

 

 

618,000

 

 

 

547,000

 

Share of FFO

 

 

(112,000

)

 

 

(98,000

)

 

 

(388,000

)

 

 

(414,000

)

Funds From Operations ("FFO") applicable to diluted common shares

 

 

9,848,000

 

 

 

11,031,000

 

 

 

39,848,000

 

 

 

42,073,000

 

Adjustments for items affecting comparability:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reversal of management transition costs (a)

 

 

-

 

 

 

(1,500,000

)

 

 

-

 

 

 

(1,500,000

)

Redevelopment costs (b)

 

 

-

 

 

 

196,000

 

 

 

483,000

 

 

 

196,000

 

Operating Funds From Operations ("Operating FFO") applicable  to diluted common shares

 

$

9,848,000

 

 

$

9,727,000

 

 

$

40,331,000

 

 

$

40,769,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO per diluted common share:

 

$

0.71

 

 

$

0.80

 

 

$

2.88

 

 

$

3.05

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating FFO per diluted common share:

 

$

0.71

 

 

$

0.71

 

 

$

2.91

 

 

$

2.95

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of diluted common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares and equivalents

 

 

13,759,000

 

 

 

13,715,000

 

 

 

13,758,000

 

 

 

13,728,000

 

OP Units

 

 

81,000

 

 

 

81,000

 

 

 

81,000

 

 

 

83,000

 

 

 

 

13,840,000

 

 

 

13,796,000

 

 

 

13,839,000

 

 

 

13,811,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional Disclosures (c):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Straight-line rents

 

$

14,000

 

 

$

(6,000

)

 

$

(1,208,000

)

 

$

405,000

 

Amortization of intangible lease liabilities

 

 

307,000

 

 

 

614,000

 

 

 

1,373,000

 

 

 

2,827,000

 

Non-real estate amortization

 

 

384,000

 

 

 

365,000

 

 

 

1,447,000

 

 

 

1,471,000

 

Share-based compensation, net

 

 

970,000

 

 

 

1,039,000

 

 

 

3,723,000

 

 

 

4,117,000

 

Maintenance capital expenditures (d)

 

 

1,084,000

 

 

 

1,850,000

 

 

 

7,222,000

 

 

 

9,272,000

 

Lease related expenditures (e)

 

 

3,594,000

 

 

 

2,963,000

 

 

 

9,773,000

 

 

 

9,506,000

 

Development and redevelopment capital expenditures

 

 

4,480,000

 

 

 

6,346,000

 

 

 

27,898,000

 

 

 

20,309,000

 

Capitalized interest and financing costs

 

 

809,000

 

 

 

462,000

 

 

 

2,674,000

 

 

 

1,649,000

 

 

(a)

General and administrative expenses for the three months and full year ended December 31, 2019 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)

These additional disclosures are presented to assist with understanding the Company’s real estate operations and capital requirements.  These amounts should not be considered independently or as a substitute for the Company’s consolidated financial statements reported under GAAP.

(d)

Consists of payments for building and site improvements.

(e)

Consists of payments for tenant improvements and leasing commissions.

 

 

 

 

11

 


 

CEDAR REALTY TRUST, INC.

EBITDA for Real Estate (“EBITDAre”) and Additional Disclosures

 

 

 

Three months ended December 31,

 

 

Years ended December 31,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income (loss)

 

$

6,183,000

 

 

$

(9,914,000

)

 

$

(520,000

)

 

$

1,566,000

 

Interest expense

 

 

5,121,000

 

 

 

5,641,000

 

 

 

21,974,000

 

 

 

23,509,000

 

Depreciation and amortization

 

 

10,204,000

 

 

 

14,839,000

 

 

 

48,412,000

 

 

 

45,861,000

 

Gain on sales

 

 

(3,717,000

)

 

 

-

 

 

 

(4,396,000

)

 

 

(2,942,000

)

Impairment charges

 

 

-

 

 

 

8,938,000

 

 

 

7,607,000

 

 

 

8,938,000

 

EBITDAre

 

 

17,791,000

 

 

 

19,504,000

 

 

 

73,077,000

 

 

 

76,932,000

 

Adjustments for items affecting comparability:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reversal of management transition costs (a)

 

 

-

 

 

 

(1,500,000

)

 

 

-

 

 

 

(1,500,000

)

Redevelopment costs (b)

 

 

-

 

 

 

196,000