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Transactions with Curbline Properties
6 Months Ended
Jun. 30, 2025
Transactions and Separation of Properties [Abstract]  
Transactions with Curbline Properties
9.
Transactions with Curbline Properties

On October 1, 2024, the Company completed the spin-off of Curbline Properties. To govern certain ongoing relationships between the Company, Curbline Properties LP (the “Operating Partnership”) and Curbline Properties after the spin-off, and to provide for the allocation among the Company, the Operating Partnership and Curbline Properties of the Company’s assets, liabilities and obligations attributable to periods both prior to and following the separation of Curbline Properties and the Operating Partnership from SITE Centers, the Company, Curbline Properties and the Operating Partnership entered into agreements pursuant to which each provides certain services and has certain rights following the spin-off, and Curbline Properties, the Operating Partnership and SITE Centers indemnify each other against certain liabilities arising from their respective businesses. The Separation and Distribution Agreement, the Tax Matters Agreement, the Employee Matters Agreement, the Shared Services Agreement and other agreements governing ongoing relationships were negotiated between related parties and their terms, including fees and other amounts payable, may not be the same as if they had been negotiated at arm’s length with an unaffiliated third party.

Separation and Distribution Agreement

The Separation and Distribution Agreement contains obligations for the Company to complete certain redevelopment projects at properties that are owned by Curbline Properties. As of June 30, 2025, such redevelopment projects were estimated to cost $30.9 million to complete, which is recorded in Amounts payable to Curbline in the Company’s consolidated balance sheets.

In October 2024, consistent with the contractual obligations set forth in the Separation and Distribution Agreement, the Company entered into a lease agreement with Curbline pursuant to which the Company agreed to lease a portion of a property owned by Curbline in Miami, Florida for one year beginning on April 1, 2025. SITE Centers agreed to pay annual rent of $0.8 million along with a proportionate share of real estate tax expense. The first payment was made by SITE Centers in April 2025 and is reflected in General and administrative expense.

 

Shared Services Agreement

The fair value of the services provided by the Company to Curbline Properties in excess of the fees and the fair value of the services received by the Company from Curbline Properties is reflected as $0.6 million and $1.2 million of additional fee income within Fee and other income and $0.8 million and $1.5 million of expense within Other income (expense), net, in the Company’s consolidated statements of operations for the three and six months ended June 30, 2025, respectively.

The Shared Services Agreement provides Curbline Properties the right to use the Company’s office space in New York, New York. This arrangement is considered an embedded lease based on the criteria specified in Topic 842. The sublease income received under the Shared Services Agreement of $0.4 million and $0.8 million is included in Rental income on the Company’s consolidated statements of operations for the three and six months ended June 30, 2025, respectively.

Summary

For the three and six months ended June 30, 2025, the Company recorded in Fee and other income on the Company’s consolidated statements of operations a cash fee of $0.8 million and $1.5 million, respectively, which represents 2% of Curbline’s gross revenue and $0.6 million and $1.2 million for the incremental fair value of services provided to Curbline offset by an embedded lease charge of $0.4 million and $0.8 million, respectively. Amounts payable to Curbline and amounts receivable from Curbline as of June 30, 2025, under the agreements described above, aggregated $31.3 million (including obligations to complete certain redevelopment projects at properties owned by Curbline) and $0.3 million, respectively.