Real Estate Investments

12 Months Ended

Dec. 31, 2024

UBP Acquisition

General

With respect to the acquisition of UBP discussed in Note 1 - Acquisition of Urstadt Biddle Properties Inc, the following table provides the components that make up the total purchase price for the UBP acquisition:


(in thousands, except stock price)	Purchase Price
Shares of common stock issued for acquisition		13,568
Closing stock price on August 17, 2023	$	61.03
Value of common stock issued for acquisition	$	828,025
Other adjustments		(9,495	)
Total value of common stock issued	$	818,530
Debt repaid		39,266
Preferred stock converted		225,000
Transaction costs		57,197
Other cash payments		68
Total purchase price	$	1,140,061

Purchase Price Allocation

The acquisition has been accounted for using the asset acquisition method of accounting in accordance with ASC 805, Business Combinations, which requires, among other things, that the total cost or total consideration exchanged be allocated to the real estate properties and related lease intangibles on a relative fair value basis. All the other assets acquired, and liabilities assumed, including notes payable, are recorded at fair value. The total purchase price, including direct transaction costs capitalized, was allocated as follows:


(in thousands)	Purchase Price Allocation
Real estate assets	$	1,379,835
Investments in unconsolidated real estate partnerships		35,942
Real estate assets		1,415,777
Cash, accounts receivable and other assets		51,902
Lease intangible assets		128,663
Total assets acquired		1,596,342

Notes payable		284,706
Accounts payable, accrued expenses, and other liabilities		37,500
Lease intangible liabilities		69,583
Total liabilities assumed		391,789
Noncontrolling interest		64,492
Total purchase price	$	1,140,061

The acquired assets and assumed liabilities for an acquired operating property generally include, but are not limited to: land, buildings and improvements, identified tangible and intangible assets and liabilities associated with in-place leases, including tenant improvements, leasing costs, value of above-market and below-market leases, and value of acquired in-place leases. This methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements and also determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases. The fair market value of the acquired operating properties is based on a valuation prepared by Regency with assistance of a third-party valuation specialist. The third-party specialist utilized stabilized NOI and market specific capitalization rates as the primary valuation inputs in determining the fair value of the real estate assets. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. Management reviews the inputs used by the third-party specialist as well as the allocation of the purchase price to ensure reasonableness and that the procedures are performed in accordance with management's policy. Management and the third-party valuation specialist prepared their fair value estimates for each of the operating properties acquired. The allocation of the purchase price described above requires a significant amount of judgment and represents management's best estimate of the fair value as of the acquisition date.

The following table details the weighted average amortization and net accretion periods, in years, of the major classes of intangible assets and intangible liabilities arising from the UBP acquisition:


(in years)	Weighted Average Amortization Period
Assets:
In-place leases		8.0
Above-market leases		7.0
Liabilities:
Below-market leases		18.5

Other Acquisitions

The following tables detail the other properties acquired for the periods set forth below:


(in thousands)		December 31, 2024
Date Purchased	Property Name	City/State	Property Type	Regency's Ownership	Purchase Price (1)		Debt Assumed, Net of Premiums (1)		Intangible Assets (1)		Intangible Liabilities (1)
2/23/2024	The Shops at Stone Bridge	Cheshire, CT	Development	100%	$	8,000		—		—		—
5/3/2024	Compo Acres North Shopping Center	Westport, CT	Operating	100%		45,500		—		5,360		2,175
7/16/2024	Jordan Ranch Market	Houston, TX	Development	50%		15,784		—		—		—
8/21/2024	Oakley Shops at Laurel Fields	Oakley, CA	Development	100%		2,120		—		—		—
Total property acquisitions					$	71,404		—		5,360		2,175

(1)

Amounts for purchase price and allocation are reflected at 100%.


(in thousands)		December 31, 2023
Date Purchased	Property Name	City/State	Property Type	Regency's Ownership	Purchase Price (1)		Debt Assumed, Net of Premiums (1)		Intangible Assets (1)		Intangible Liabilities (1)
5/1/2023	Sienna Phase 1	Houston, TX	Development	75%	$	2,695		—		—		—
5/18/2023	SunVet	Holbrook, NY	Development	100%		24,140		—		—		—
10/11/2023	Nohl Plaza	Orange, CA	Operating	100%		25,328		—		3,940		10,470
12/1/2023	The Longmeadow Shops	Longmeadow, MA	Operating	100%		31,400		—		4,049		1,876
Total property acquisitions					$	83,563		—		7,989		12,346

(1)

Amounts for purchase price and allocation are reflected at 100%.