NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.ORGANIZATION
Urban Edge Properties (“UE”, “Urban Edge” or the “Company”) (NYSE: UE) is a Maryland real estate investment trust focused on managing, developing, redeveloping, and acquiring retail real estate in urban communities, primarily in the Washington, D.C. to Boston corridor. Urban Edge Properties LP (“UELP” or the “Operating Partnership”) is a Delaware limited partnership formed to serve as UE’s majority-owned partnership subsidiary and to own, through affiliates, all of the Company’s real estate properties and other assets. Unless the context otherwise requires, references to “we”, “us” and “our” refer to Urban Edge Properties and UELP and their consolidated entities/subsidiaries.
The Operating Partnership’s capital includes general and common limited partnership interests in the operating partnership (“OP Units”). As of March 31, 2023, Urban Edge owned approximately 95.9% of the outstanding common OP Units with the remaining limited OP Units held by members of management, Urban Edge’s Board of Trustees, and contributors of property interests acquired. Urban Edge serves as the sole general partner of the Operating Partnership. The third-party unitholders have limited rights over the Operating Partnership such that they do not have characteristics of a controlling financial interest. As such, the Operating Partnership is considered a variable interest entity (“VIE”), and the Company is the primary beneficiary which consolidates it. The Company’s only investment is the Operating Partnership. The VIE’s assets can be used for purposes other than the settlement of the VIE’s obligations and the Company’s partnership interest is considered a majority voting interest.
As of March 31, 2023, our portfolio consisted of 70 shopping centers, two outlet centers, two malls and two industrial parks totaling approximately 17.2 million square feet (“sf”), which is inclusive of a 95% controlling interest in our property in Walnut Creek, CA (Mt. Diablo), and an 82.5% controlling interest in Sunrise Mall, in Massapequa, NY.
2.BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions of Form 10-Q. Certain information and footnote disclosures included in our annual financial statements have been condensed or omitted. In the opinion of management, the consolidated financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position of the Company and the Operating Partnership and the results of operations and cash flows for the interim periods presented. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023. Accordingly, these consolidated financial statements should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the Securities and Exchange Commission (“SEC”).
The consolidated balance sheets as of March 31, 2023 and December 31, 2022 reflect the consolidation of wholly-owned subsidiaries and those entities in which we have a controlling financial interest. As of March 31, 2023 and December 31, 2022, excluding the Operating Partnership, we consolidated two VIEs with total assets of $47.4 million and $47.6 million, respectively, and total liabilities of $23.0 million and $23.2 million, respectively. The consolidated statements of income and comprehensive income for the three months ended March 31, 2023 and 2022 include the consolidated accounts of the Company, the Operating Partnership and the two VIEs. All intercompany transactions have been eliminated in consolidation.
In accordance with ASC 205 Presentation of Financial Statements, certain prior period balances have been reclassified in order to conform to the current period presentation.
Our primary business is the ownership, management, acquisition, redevelopment, and development of retail shopping centers and malls. We do not distinguish from our primary business or group our operations on a geographical basis for purposes of measuring performance. The Company’s chief operating decision maker reviews operating and financial information at the individual operating segment. We aggregate all of our properties into one reportable segment due to their similarities with regard to the nature and economics of the properties, tenants and operations, as well as long-term average financial performance. None of our tenants accounted for more than 10% of our revenue or property operating income as of March 31, 2023.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Real Estate — Real estate is carried at cost, net of accumulated depreciation and amortization. Expenditures for ordinary maintenance and repairs are expensed to operations as they are incurred. Significant renovations that improve or extend the useful lives of assets are capitalized. As real estate is undergoing redevelopment activities, all property operating expenses directly associated with and attributable to the redevelopment, including interest, are capitalized to the extent the capitalized costs of the property do not exceed the estimated fair value of the property when completed. If the cost of the redeveloped property, including the net book value of the existing property, exceeds the estimated fair value of redeveloped property, the excess is charged to impairment expense. The capitalization period begins when redevelopment activities are under way and ends when the project is substantially complete and ready for its intended use. Depreciation is recognized on a straight-line basis over estimated useful lives which range from one to 40 years.
Upon the acquisition of real estate, we assess the fair value of acquired assets (including land, buildings and improvements, identified intangibles, such as acquired above and below-market leases, acquired in-place leases and tenant relationships) and assumption of liabilities and we allocate the purchase price based on these assessments on a relative fair value basis. We assess fair value based on estimated cash flow projections utilizing appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors including historical operating results, known trends, and market/economic conditions. We record acquired intangible assets (including acquired above-market leases, acquired in-place leases and tenant relationships) and acquired intangible liabilities (including below-market leases) at their estimated fair value. We amortize identified intangibles that have finite lives over the period they are expected to contribute directly or indirectly to the future cash flows of the property or business acquired.
Our properties and development projects are individually evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Such events and changes include macroeconomic conditions, operating performance, and environmental and regulatory changes, which may result in property operational disruption and could indicate that the carrying amount may not be recoverable. An impairment exists when the carrying amount of an asset exceeds the aggregate projected future cash flows over the anticipated holding period on an undiscounted basis taking into account the appropriate capitalization rate in determining a future terminal value. An impairment loss is measured based on the excess of the property’s carrying amount over its estimated fair value. Estimated fair value may be based on discounted future cash flows utilizing appropriate discount and capitalization rates and, in addition to available market information, third-party appraisals, broker selling estimates or sale agreements under negotiation. Impairment analyses are based on our current plans, intended holding periods and available market information at the time the analyses are prepared. If our estimates of the projected future cash flows change based on uncertain market conditions, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Tenant and Other Receivables and Changes in Collectibility Assessment — Tenant receivables include unpaid amounts billed to tenants, disputed enforceable charges and accrued revenues for future billings to tenants for property expenses. We evaluate the collectibility of amounts due from tenants and disputed enforceable charges on both a lease-by-lease and a portfolio-level, which result from the inability of tenants to make required payments under their operating lease agreements. We recognize changes in the collectibility assessment of these operating leases as adjustments to rental revenue in accordance with ASC 842 Leases. Management exercises judgment in assessing collectibility and considers payment history, current credit status and publicly available information about the financial condition of the tenant, among other factors. Tenant receivables and receivables arising from the straight-lining of rents are written-off directly when management deems the collectibility of substantially all future lease payments from a specific lease is not probable, at which point, the Company will begin recognizing revenue from such leases prospectively, based on actual amounts received. This write-off effectively reduces cumulative non-cash rental income recognized from the straight-lining of rents since lease commencement. If the Company subsequently determines that it is probable it will collect substantially all of the lessee’s remaining lease payments under the lease term, the Company will reinstate the receivables balance, including those arising from the straight-lining of rents.
Recently Issued Accounting Literature — In March 2020 and January 2021, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04 Reference Rate Reform (ASC 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, and ASU 2021-01 Reference Rate Reform (ASC 848): Scope which provide temporary optional guidance to ease the potential burden in accounting for reference rate reform in contracts and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform, if certain criteria are met. ASU 2020-04 and ASU 2021-01 were effective for all entities as of March 12, 2020 through December 31, 2022. In December 2022, FASB issued ASU 2022-06 Reference Rate Reform (ASC 848): Deferral of the Sunset Date of Topic 848, which extended the final sunset date from December 31, 2022 to December 31, 2024. There were no modifications to our existing debt agreements as a result of reference rate reform in the current year, however, we refinanced two loans in 2022 previously indexed to LIBOR, which are now indexed to the Secured Overnight Financing Rate (“SOFR”) and the Prime
Rate. We plan to transition all variable rate loans currently indexed to LIBOR to SOFR, based on discussions with our lenders and do not expect the transitions to have a material impact on the loans affected.
Any other recently issued accounting standards or pronouncements not disclosed above have been excluded as they are not relevant to the Company or the Operating Partnership, or they are not expected to have a material impact on our consolidated financial statements.
4. ACQUISITIONS AND DISPOSITIONS
Acquisitions
During the three months ended March 31, 2023, no acquisitions were completed by the Company. During the three months ended March 31, 2022, we closed on the following acquisition:
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Date Purchased | | Property Name | | City | | State | | Square Feet | | Purchase Price(1) (in thousands) |
February 24, 2022 | | 40 Carmans Road(2) | | Massapequa | | NY | | 12,000 | | | $ | 4,260 | |
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(1) The total purchase price for the property acquired during the three months ended March 31, 2022 includes $0.1 million of transaction costs.
(2) The outparcel is included with Sunrise Mall in our total property count and for the purpose of calculating our non-GAAP metrics. The Company has an 82.5% controlling interest in the property with the remaining 17.5% owned by others.
The 12,000 sf outparcel acquired in February 2022, located at 40 Carmans Road, is adjacent to the entrance of our mall in Massapequa, NY. The aggregate purchase price of this outparcel has been allocated to buildings and improvements, and land of $3.1 million and $1.1 million, respectively.
Dispositions
During the three months ended March 31, 2023 and 2022, no dispositions were completed by the Company. During the three months ended March 31, 2023, we recognized a gain on sale of real estate of $0.4 million in connection with the release of escrow funds related to a property disposed of in a prior period.
5. IDENTIFIED INTANGIBLE ASSETS AND LIABILITIES
Our identified intangible assets (acquired in-place and above-market leases) and liabilities (acquired below-market leases), net of accumulated amortization, were $60.2 million and $91.4 million, respectively, as of March 31, 2023 and $62.9 million and $93.3 million, respectively, as of December 31, 2022.
Amortization of acquired below-market leases, net of acquired above-market leases, resulted in additional rental income of $1.5 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively.
Amortization of acquired in-place leases inclusive of customer relationships resulted in additional depreciation and amortization expense of $2.4 million and $2.8 million for the three months ended March 31, 2023 and 2022, respectively.
The following table sets forth the estimated annual amortization income and expense related to intangible assets and liabilities for the remainder of 2023 and the five succeeding years:
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(Amounts in thousands) | | Below-Market | | Above-Market | | In-Place Lease |
Year | | Operating Lease Amortization | | Operating Lease Amortization | | Amortization |
2023(1) | | $ | 5,809 | | | $ | (756) | | | $ | (6,860) | |
2024 | | 7,512 | | | (920) | | | (7,786) | |
2025 | | 7,332 | | | (725) | | | (6,315) | |
2026 | | 6,955 | | | (606) | | | (5,613) | |
2027 | | 6,677 | | | (458) | | | (5,085) | |
2028 | | 6,030 | | | (441) | | | (4,550) | |
(1) Remainder of 2023
6. MORTGAGES PAYABLE
The following is a summary of mortgages payable as of March 31, 2023 and December 31, 2022.
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(Amounts in thousands) | | Maturity | | Interest Rate at March 31, 2023 | | March 31, 2023 | | December 31, 2022 |
Mortgages secured by: | | | | | | | | |
Variable rate | | | | | | | | |
Hudson Commons(1) | | 11/15/2024 | | 6.53% | | $ | 27,344 | | | $ | 27,482 | |
Greenbrook Commons(1) | | 11/15/2024 | | 6.53% | | 25,452 | | | 25,581 | |
Gun Hill Commons(1) | | 12/1/2024 | | 6.53% | | 24,065 | | | 24,188 | |
Plaza at Cherry Hill(2) | | 6/15/2025 | | 8.50% | | 29,000 | | | 29,000 | |
Plaza at Woodbridge(3) | | 6/8/2027 | | 5.26% | | 52,947 | | | 52,947 | |
Total variable rate debt | | | | | | 158,808 | | | 159,198 | |
Fixed rate | | | | | | | | |
Bergen Town Center(5) | | 4/8/2023 | | 3.56% | | 300,000 | | | 300,000 | |
Shops at Bruckner(6) | | 5/1/2023 | | 3.90% | | 8,847 | | | 9,020 | |
Hudson Mall | | 12/1/2023 | | 5.07% | | 21,184 | | | 21,380 | |
Yonkers Gateway Center | | 4/6/2024 | | 4.16% | | 24,537 | | | 24,996 | |
Brick Commons | | 12/10/2024 | | 3.87% | | 48,401 | | | 48,636 | |
West End Commons | | 12/10/2025 | | 3.99% | | 24,544 | | | 24,658 | |
Las Catalinas Mall | | 2/1/2026 | | 4.43% | | 118,401 | | | 119,633 | |
Town Brook Commons | | 12/1/2026 | | 3.78% | | 30,678 | | | 30,825 | |
Rockaway River Commons | | 12/1/2026 | | 3.78% | | 27,161 | | | 27,291 | |
Hanover Commons | | 12/10/2026 | | 4.03% | | 62,176 | | | 62,453 | |
Tonnelle Commons | | 4/1/2027 | | 4.18% | | 98,438 | | | 98,870 | |
Manchester Plaza | | 6/1/2027 | | 4.32% | | 12,500 | | | 12,500 | |
Millburn Gateway Center | | 6/1/2027 | | 3.97% | | 22,369 | | | 22,489 | |
Totowa Commons | | 12/1/2027 | | 4.33% | | 50,800 | | | 50,800 | |
Woodbridge Commons | | 12/1/2027 | | 4.36% | | 22,100 | | | 22,100 | |
Brunswick Commons | | 12/6/2027 | | 4.38% | | 63,000 | | | 63,000 | |
Rutherford Commons | | 1/6/2028 | | 4.49% | | 23,000 | | | 23,000 | |
Kingswood Center(7) | | 2/6/2028 | | 5.07% | | 69,714 | | | 69,935 | |
Hackensack Commons | | 3/1/2028 | | 4.36% | | 66,400 | | | 66,400 | |
Marlton Commons | | 12/1/2028 | | 3.86% | | 37,234 | | | 37,400 | |
East Hanover Warehouses | | 12/1/2028 | | 4.09% | | 40,526 | | | 40,700 | |
Union (Vauxhall) | | 12/10/2028 | | 4.01% | | 45,600 | | | 45,600 | |
The Shops at Riverwood | | 6/24/2029 | | 4.25% | | 21,466 | | | 21,466 | |
Freeport Commons | | 12/10/2029 | | 4.07% | | 43,100 | | | 43,100 | |
The Outlets at Montehiedra | | 6/1/2030 | | 5.00% | | 77,057 | | | 77,531 | |
Montclair(4) | | 8/15/2030 | | 3.15% | | 7,250 | | | 7,250 | |
Garfield Commons | | 12/1/2030 | | 4.14% | | 40,130 | | | 40,300 | |
Woodmore Towne Centre | | 1/6/2032 | | 3.39% | | 117,200 | | | 117,200 | |
Mount Kisco Commons | | 11/15/2034 | | 6.40% | | 11,598 | | | 11,760 | |
Total fixed rate debt | | | | | | 1,535,411 | | | 1,540,293 | |
Total mortgages payable | | 1,694,219 | | | 1,699,491 | |
| | Unamortized debt issuance costs | | (7,322) | | | (7,801) | |
Total mortgages payable, net | | $ | 1,686,897 | | | $ | 1,691,690 | |
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(1)Bears interest at one month London Interbank Offered Rate (“LIBOR”) plus 190 bps.
(2)Bears interest at the Prime Rate plus 50 bps with a minimum rate of 4.25%.
(3)Bears interest at one month Secured Overnight Financing Rate (“SOFR”) plus 226 bps. The variable component of the debt is hedged with an interest rate cap agreement to limit SOFR to a maximum of 3%.
(4)Bears interest at LIBOR plus 257 bps. The fixed and variable components of the debt are hedged with an interest rate swap agreement, fixing the rate at 3.15%, which expires at the maturity of the loan.
(5)On April 6, 2023, the Company refinanced the $300 million loan for Bergen Town Center that matured on April 8, 2023 with a new 7-year, $290 million loan at a fixed interest rate of 6.3%.
(6)On May 1, 2023 the Company entered into a forbearance agreement to extend the loan maturity date by 30 days to June 1, 2023, with an option to extend for an additional 30 days to July 1, 2023.
(7)Subsequent to March 31, 2023, the Company notified the servicer that the cash flows generated by the property are insufficient to cover the debt service and that it is unwilling to fund future shortfalls. Upon notice, the mortgage was transferred to special servicing at the Company’s request.
The net carrying amount of real estate collateralizing the above indebtedness amounted to approximately $1.5 billion as of March 31, 2023. Our mortgage loans contain covenants that limit our ability to incur additional indebtedness on these properties and in certain circumstances require lender approval of tenant leases and/or yield maintenance upon repayment prior to maturity. As of March 31, 2023, we were in compliance with all debt covenants.
As of March 31, 2023, the principal repayments of the Company’s total outstanding debt for the remainder of 2023 and the five succeeding years, and thereafter are as follows:
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(Amounts in thousands) | | |
Year Ending December 31, | | |
2023(1)(2) | | $ | 346,225 | |
2024 | | 166,380 | |
2025 | | 72,683 | |
2026 | | 229,553 | |
2027 | | 316,771 | |
2028 | | 272,934 | |
Thereafter | | 289,673 | |
(1) Remainder of 2023.
(2) On April 6, 2023, the Company refinanced the loan for Bergen Town Center that matured on April 8, 2023, with a new 7-year fixed rate loan, reducing our principal payments due in the remainder of 2023 by $300 million.
Revolving Credit Agreement
On January 15, 2015, we entered into a $500 million Revolving Credit Agreement (the “Agreement”) with certain financial institutions. On March 7, 2017, we amended and extended the Agreement. The amendment increased the credit facility size by $100 million to $600 million and extended the maturity date to March 7, 2021, with two six-month extension options. On July 29, 2019, we entered into a second amendment to the Agreement to extend the maturity date to January 29, 2024, with two six-month extension options.
On June 3, 2020, we entered into a third amendment to the Agreement which, among other things, modified certain definitions and the measurement period for certain financial covenants to a trailing four-quarter period instead of the most recent quarter period annualized.
On August 9, 2022, we amended and restated the Agreement, in order to, among other things, increase the credit facility size by $200 million to $800 million and extend the maturity date to February 9, 2027, with two six-month extension options. Borrowings under the amended and restated Agreement are subject to interest at SOFR plus 1.05% to 1.50% and an annual facility fee of 15 to 30 basis points. Both the spread over SOFR and the facility fee are based on our current leverage ratio and are subject to change. The Agreement contains customary financial covenants including a maximum leverage ratio of 60% and a minimum fixed charge coverage ratio of 1.5x.
No amounts were drawn or outstanding under the Agreement as of March 31, 2023 or December 31, 2022. Financing costs associated with executing the Agreement of $6.3 million and $6.7 million as of March 31, 2023 and December 31, 2022, respectively, are included in the prepaid expenses and other assets line item of the consolidated balance sheets, as deferred financing costs, net. Subsequent to quarter end, the Company obtained two letters of credit issued under the Agreement, reducing the available balance of the facility to approximately $776.2 million. Refer to the “Mortgage on Bergen Town Center” disclosure below for more information.
Mortgage on Bergen Town Center
On April 6, 2023, the Company refinanced the mortgage loan secured by Bergen Town Center with a new 7-year, $290 million loan at a fixed interest rate of 6.3%. The proceeds from the new loan were used to pay down the Company’s previous mortgage on the property, which had an outstanding balance of $300 million, with the remainder paid using cash on hand. In connection with the refinancing, the Company obtained two letters of credit issued under our Revolving Credit Agreement aggregating $23.8 million to serve as collateral to secure the Company’s obligation to the lenders in relation to certain leasing and capital
expenditure reserves required per the loan agreement. The issuance of these letters has reduced the available balance under the Agreement to approximately $776.2 million. We have not recorded any liabilities associated with these letters of credit.
Mortgage on Las Catalinas Mall
In April 2020, we notified the servicer of the $129 million non-recourse mortgage loan on Las Catalinas Mall in Puerto Rico that cash flow would be insufficient to service the debt and that we were unwilling to fund the shortfalls. In December 2020, the non-recourse mortgage loan on Las Catalinas Mall was modified to convert the mortgage from an amortizing 4.43% loan to interest-only payments, starting at 3.00% in 2021 and increasing 50 basis points annually until returning to 4.43% in 2024 and thereafter. The terms of the modification enable the Company, at its option, to repay the loan at a discounted value of $72.5 million, beginning in August 2023 through the extended maturity date of February 2026.
While it is possible that we will be able to repay the loan at the discounted value in the future, such repayment is contingent upon certain factors including the future operating performance of the property as well as the ability to meet all required payments on the loan. Therefore, in accordance with ASC 470-60 Troubled Debt Restructurings, the Company did not recognize a gain at the time of the restructuring, as the future cash payments, including contingent payments, are greater than the carrying value of the mortgage payable.
We have accrued interest of $5.4 million related to this mortgage, which is included in accounts payable, accrued expenses and other liabilities on the consolidated balance sheet as of March 31, 2023. We incurred $1.2 million of lender fees in connection with the loan modification, which are treated as a reduction of the mortgage payable balance and amortized over the term of the loan in accordance with the provisions under ASC 470-60.
Mortgage on The Outlets at Montehiedra
In connection with the refinancing of the loan secured by The Outlets at Montehiedra in the second quarter of 2020, the Company provided a $12.5 million limited corporate guarantee. The guarantee is reduced commensurate with the loan amortization schedule and will reduce to zero in approximately 3.5 years. As of March 31, 2023, the remaining exposure under the guarantee is $7.6 million. There was no separate liability recorded related to this guarantee.
7. INCOME TAXES
The Company elected to be taxed as a REIT under sections 856-860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with the filing of its 2015 tax return for its tax year ended December 31, 2015. So long as the Company qualifies as a REIT under the Code, the Company will not be subject to U.S. federal income tax on net taxable income that it distributes annually to its shareholders. If we fail to qualify as a REIT for any taxable year, we will be subject to federal income taxes at regular corporate rates and may not be able to qualify as a REIT for the four subsequent taxable years. The Company is subject to certain foreign and state and local income taxes, in particular income taxes arising from its operating activities in Puerto Rico, which are included in income tax expense on the consolidated statements of income and comprehensive income. In addition, the Company’s taxable REIT subsidiary (“TRS”) is subject to income tax at regular corporate rates.
For U.S. federal income tax purposes, the REIT and other minority members are partners in the Operating Partnership. As such, the partners are required to report their share of taxable income on their respective tax returns. However, during the three months ended March 31, 2023 and 2022, certain non-real estate operating activities that could not be performed by the REIT, occurred through the Company’s TRS, which is subject to federal, state and local income taxes. These income taxes are included in income tax expense on the consolidated statements of income and comprehensive income.
During the three months ended March 31, 2023, the REIT was subject to Puerto Rico corporate income taxes on its allocable share of Puerto Rico operating activities. The Puerto Rico corporate income tax consists of a flat 18.5% tax rate plus a graduated income surcharge tax for a maximum corporate income tax rate of 37.5%. In addition, the REIT is subject to a 10% branch profits tax on the earnings and profits generated from its allocable share of Puerto Rico operating activities and such tax is included in income tax expense on the consolidated statements of income and comprehensive income.
For the three months ended March 31, 2023 and 2022, the Puerto Rico income tax expense was $0.7 million and $0.9 million, respectively. The REIT was not subject to any material state and local income tax expense or benefit for the three months ended March 31, 2023 and 2022. All amounts for the three months ended March 31, 2023 and 2022 are included in income tax expense on the consolidated statements of income and comprehensive income.
8. LEASES
All rental revenue was generated from operating leases for the three months ended March 31, 2023 and 2022. The components of rental revenue for the three months ended March 31, 2023 and 2022 were as follows:
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| Three Months Ended March 31, | | |
(Amounts in thousands) | 2023 | | 2022 | | | | |
Rental Revenue | | | | | | | |
Fixed lease revenue | $ | 73,499 | | | $ | 70,341 | | | | | |
Variable lease revenue(1) | 25,855 | | | 29,075 | | | | | |
Total rental revenue | $ | 99,354 | | | $ | 99,416 | | | | | |
(1) Percentage rents for the three months ended March 31, 2023 and 2022 were $0.8 million and $1.2 million, respectively.
9. FAIR VALUE MEASUREMENTS
ASC 820, Fair Value Measurement and Disclosures defines fair value and establishes a framework for measuring fair value. The objective of fair value is to determine the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). ASC 820 establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels: Level 1 - quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities; Level 2 - observable prices based on inputs not quoted in active markets, but corroborated by market data; and Level 3 - unobservable inputs used when little or no market data is available. The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as consider counterparty credit risk in our assessment of fair value.
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
Financial assets and liabilities that are measured at fair value on our consolidated balance sheets consist of one interest rate cap and one interest rate swap. We rely on third-party valuations that use market observable inputs, such as credit spreads, yield curves and discount rates, to assess the fair value of these instruments. In accordance with the fair value hierarchy established by ASC 820, these financial instruments have been classified as Level 2 as quoted market prices are not readily available for valuing the assets. The tables below summarize the recorded amount of assets and liabilities measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022:
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| | As of March 31, 2023 |
(Amounts in thousands) | | Level 1 | | Level 2 | | Level 3 | | Total |
Interest rate cap and swap(1) | | $ | — | | | $ | 1,606 | | | $ | — | | | $ | 1,606 | |
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| | As of December 31, 2022 |
(Amounts in thousands) | | Level 1 | | Level 2 | | Level 3 | | Total |
Interest rate cap and swap(1) | | $ | — | | | $ | 1,976 | | | $ | — | | | $ | 1,976 | |
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(1) Included in Prepaid expenses and other assets on the consolidated balance sheets.
Derivatives and Hedging
When we designate a derivative as a hedge, depending on the nature of the hedge, changes in the fair value of the instrument will be recognized in Other Comprehensive Income (“OCI”) until the gains or losses are reclassified to earnings. Derivatives that are not designated as hedges are adjusted to fair value through earnings. As of March 31, 2023, the Company was a counterparty to two interest rate derivative agreements which have been designated as cash flow hedges.
The tables below summarize our derivative instruments, which are used to hedge the corresponding variable rate debt, as of March 31, 2023 and December 31, 2022:
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(Amounts in thousands) | | As of March 31, 2023 |
Hedged Instrument | | Fair Value | | Notional Amount | | Spread | | Interest Rate | | Effective Interest Rate | | Expiration |
Plaza at Woodbridge interest rate cap | | $ | 332 | | | $ | 52,947 | | | SOFR + 2.26% | | 6.82% | | 5.26% | | 7/1/2023 |
Montclair interest rate swap | | 1,274 | | | 7,250 | | | LIBOR + 2.57% | | 7.25% | | 3.15% | | 8/15/2030 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(Amounts in thousands) | | As of December 31, 2022 |
Hedged Instrument | | Fair Value | | Notional Amount | | Spread | | Interest Rate | | Effective Interest Rate | | Expiration |
Plaza at Woodbridge interest rate cap | | $ | 509 | | | $ | 52,947 | | | SOFR + 2.26% | | 6.27% | | 5.26% | | 7/1/2023 |
Montclair interest rate swap | | 1,467 | | | 7,250 | | | LIBOR + 2.57% | | 6.89% | | 3.15% | | 8/15/2030 |
The table below summarizes the effect of our derivative instruments on our consolidated statements of income and comprehensive income for the three months ended March 31, 2023 and 2022:
| | | | | | | | | | | | | | | | | | |
| | Unrealized Gain (Loss) Recognized in OCI on Derivatives |
(Amounts in thousands) | | Three Months Ended March 31, | | |
Hedged Instrument | | 2023 | | 2022 | | | | |
Plaza at Woodbridge interest rate cap | | $ | (108) | | | $ | — | | | | | |
Montclair interest rate swap | | (192) | | | — | | | | | |
Total | | $ | (300) | | | $ | — | | | | | |
Financial Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
There were no financial assets or liabilities measured at fair value on a non-recurring basis as of March 31, 2023 and December 31, 2022.
Financial Assets and Liabilities not Measured at Fair Value
Financial assets and liabilities that are not measured at fair value on the consolidated balance sheets include cash and cash equivalents and mortgages payable. Cash and cash equivalents are carried at cost, which approximates fair value. The fair value of mortgages payable is calculated based on current market prices and discounted cash flows at the current rate at which similar loans would be made to borrowers with similar credit ratings for the remaining term of such debt, which is provided by a third-party specialist. The fair value of cash and cash equivalents is classified as Level 1 and the fair value of mortgages payable is classified as Level 2. The table below summarizes the carrying amounts and fair value of our Level 2 financial instruments as of March 31, 2023 and December 31, 2022:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of March 31, 2023 | | As of December 31, 2022 |
(Amounts in thousands) | | Carrying Amount | | Fair Value | | Carrying Amount | | Fair Value |
Mortgages payable(1) | | $ | 1,694,219 | | | $ | 1,583,184 | | | $ | 1,699,491 | | | $ | 1,542,869 | |
(1) Carrying amounts exclude unamortized debt issuance costs of $7.3 million and $7.8 million as of March 31, 2023 and December 31, 2022, respectively.
Nonfinancial Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
We assess the carrying value of our properties for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. Such events and changes include macroeconomic conditions, operating performance, and environmental and regulatory changes, which may result in property operational disruption and could indicate that the carrying amount may not be recoverable.
As a result of our quarterly impairment evaluation, we recognized an impairment charge on our property, Kingswood Center, an office and retail center acquired in February 2020, located in Brooklyn, NY. In March of 2023, a tenant representing 50,000 sf informed us that they intend to vacate early next year, and a tenant representing 17,000 sf terminated their lease effective in April of 2023. As a result of these events and the uncertainty of the office market, we determined that the undiscounted future cash flows and future terminal value were less than the carrying value of the property. The mortgage on the property was recently transferred to special servicing at the Company's request considering the 2023 projected NOI will not cover debt service.
The impairment charge of $34.1 million was calculated as the difference between the asset's individual carrying value and the estimated fair value of $49 million less estimated selling costs, which was based on the discounted future cash flows and future terminal value. The discounted cash flows and terminal value utilized a discount rate of 8% and capitalization rates of 6% for retail and 7% for office, which were corroborated by third-party valuations and market data. The Company believes the inputs utilized to measure the fair value were reasonable in the context of applicable market conditions, however, due to the significance of the unobservable inputs in the overall fair value measures, the Company determined that such fair value measurements are classified as Level 3. The impairment charge is recorded within the real estate impairment loss line item on
our consolidated statements of income and comprehensive income for the three months ended March 31, 2023. No impairment charges were recognized during the three months ended March 31, 2022.
10. COMMITMENTS AND CONTINGENCIES
Legal Matters
From time to time, we are a party to various legal proceedings, claims or regulatory inquiries and investigations arising out of, or incident to, our ordinary course of business. While we are unable to predict with certainty the outcome of any particular matter, management does not currently expect, when such matters are resolved, that our resulting exposure to loss contingencies, if any, will have a material adverse effect on our results of operations or consolidated financial position.
Redevelopment and Anchor Repositioning
The Company has 24 active development, redevelopment or anchor repositioning projects with total estimated costs of $217.7 million, of which $150 million remains to be funded as of March 31, 2023. We continue to monitor the stabilization dates of these projects, which can be impacted from economic conditions affecting our tenants, vendors and supply chains. We have identified future projects in our development pipeline, but we are under no obligation to execute and fund any of these projects and each of these projects is being further evaluated based on market conditions.
Insurance
The Company maintains numerous insurance policies including for general liability, property, pollution, acts of terrorism, trustees’ and officers’, cyber, workers’ compensation and automobile-related liabilities. However, all such policies are subject to terms, conditions, exclusions, deductibles and sub-limits, amongst other limiting factors. For example, the Company’s terrorism insurance excludes coverage for nuclear, biological, chemical or radiological terrorism events as defined by the Terrorism Risk Insurance Program Reauthorization Act.
The Company’s primary and excess insurance policies providing coverage for pollution-related losses have an aggregate limit of $50 million and provide remediation and business interruption coverage for pollution incidents, which pursuant to our policies, expressly include the presence and dispersal of viruses. On December 23, 2020, the Company initiated litigation in New Jersey state court, Bergen County, under these policies to recover uncollected rents and other amounts resulting from the COVID-19 virus.
Insurance premiums are typically charged directly to each of the properties but not all of the cost of such premiums are recovered. The Company is responsible for deductibles, losses in excess of insurance coverage, and the portion of premiums not reimbursable by tenants at our properties, which could be material.
We continue to monitor the state of the insurance market and the scope and costs of available coverage. We cannot anticipate what coverage will be available on commercially reasonable terms in the future and expect premiums across most coverage lines to increase in light of recent events. The incurrence of uninsured losses, costs or uncovered premiums could materially and adversely affect our business, results of operations and consolidated financial position.
Certain of our loans and other agreements contain customary covenants requiring the maintenance of insurance coverage. Although we believe that we currently have adequate insurance coverage for purposes of these agreements, we may not be able to obtain an equivalent amount of coverage at reasonable costs in the future. If lenders or other counterparties insist on greater coverage than we are able to obtain, such requirement could materially and adversely affect our ability to finance our properties and expand our portfolio.
Environmental Matters
Each of our properties has been subjected to varying degrees of environmental assessment at various times. Based on these assessments, we have accrued costs of $1.6 million on our consolidated balance sheets as of March 31, 2023 and December 31, 2022, for remediation costs for environmental contamination at certain properties. While this accrual reflects our best estimates of the potential costs of remediation at these properties, there can be no assurance that the actual costs will not exceed these amounts. Although we are not aware of any other material environmental contamination, there can be no assurance that the identification of new areas of contamination, changes in the extent or known scope of contamination, the discovery of additional sites, or changes in cleanup requirements would not result in significant costs to us.
Bankruptcies
Although our rental revenue is supported by long-term leases, leases may be rejected in a bankruptcy proceeding and the related tenant stores may permanently vacate prior to lease expiration. In the event a tenant with a significant number of leases or square footage in our shopping centers files for bankruptcy and rejects its leases with us, we could experience a reduction in our
revenues. We monitor the operating performance and rent collections of all tenants in our shopping centers, especially those tenants in arrears or operating retail formats that are experiencing significant changes in competition, business practice, or store closings in other locations.
On April 23, 2023, Bed Bath & Beyond filed for Chapter 11 bankruptcy protection. Bed Bath & Beyond has six leases with us, including those with wholly-owned store concepts buybuy Baby and Harmon Face Values. We have three leases with Harmon Face Values, totaling 18,000 sf that generate $0.5 million in annual rental revenue. Harmon Face Values ceased operations at all three locations during the quarter ended March 31, 2023. The remaining three leases with Bed Bath & Beyond generate an additional $3.1 million in annual rental revenue and remain open as of March 31, 2023. Given the recent bankruptcy filing, it is uncertain whether these stores will continue to operate, close permanently, or whether they will be sold to other operators as part of the bankruptcy proceedings.
11. PREPAID EXPENSES AND OTHER ASSETS
The following is a summary of the composition of the prepaid expenses and other assets on the consolidated balance sheets:
| | | | | | | | | | | |
| Balance at |
(Amounts in thousands) | March 31, 2023 | | December 31, 2022 |
Deferred tax asset, net | $ | 33,933 | | | $ | 34,616 | |
Other assets | 18,823 | | | 18,386 | |
Deferred financing costs, net of accumulated amortization of $7,682 and $7,269, respectively | 6,336 | | | 6,749 | |
Finance lease right-of-use asset | 2,724 | | | 2,724 | |
| | | |
Prepaid expenses: | | | |
Real estate taxes | 7,584 | | | 12,080 | |
Insurance | 9,189 | | | 1,391 | |
Licenses/fees | 1,324 | | | 1,261 | |
Total prepaid expenses and other assets | $ | 79,913 | | | $ | 77,207 | |
| | | |
12. ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER LIABILITIES
The following is a summary of the composition of accounts payable, accrued expenses and other liabilities on the consolidated balance sheets:
| | | | | | | | | | | |
| Balance at |
(Amounts in thousands) | March 31, 2023 | | December 31, 2022 |
Accrued capital expenditures and leasing costs | $ | 33,753 | | | $ | 35,732 | |
Deferred tenant revenue | 28,104 | | | 28,468 | |
Accrued interest payable | 10,812 | | | 10,789 | |
Security deposits | 8,174 | | | 8,048 | |
Other liabilities and accrued expenses | 7,906 | | | 6,939 | |
Finance lease liability | 3,019 | | | 3,016 | |
Accrued payroll expenses | 2,998 | | | 9,527 | |
Total accounts payable, accrued expenses and other liabilities | $ | 94,766 | | | $ | 102,519 | |
| | | |
13. INTEREST AND DEBT EXPENSE
The following table sets forth the details of interest and debt expense on the consolidated statements of income and comprehensive income:
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | |
(Amounts in thousands) | 2023 | | 2022 | | | | |
Interest expense | $ | 14,337 | | | $ | 13,259 | | | | | |
Amortization of deferred financing costs | 956 | | | 745 | | | | | |
Total interest and debt expense | $ | 15,293 | | | $ | 14,004 | | | | | |
14. EQUITY AND NONCONTROLLING INTEREST
At-The-Market Program
On August 15, 2022 the Company and the Operating Partnership entered into an equity distribution agreement (the “Equity Distribution Agreement”) with various financial institutions acting as agents, forward sellers, and forward purchasers. Pursuant to the Equity Distribution Agreement, the Company may from time to time offer and sell, through the agents and forward sellers, the Company’s common shares, par value $0.01 per share, having an aggregate offering price of up to $250 million (the “ATM Program”). Concurrently with the Equity Distribution Agreement, the Company entered into separate master forward confirmations (collectively, the “Master Confirmations”) with each of the forward purchasers. Sales under the ATM Program may be made from time to time, as needed, by means of ordinary brokers’ transactions or other transactions that are deemed to be “at the market” offerings, in privately negotiated transactions, which may include block trades, or as otherwise agreed with the sales agents. The ATM Program replaces the Company’s previous at-the-market program established on June 7, 2021.
The Equity Distribution Agreement provides that the Company may also enter into forward sale agreements pursuant to any Master Confirmation and related supplemental confirmations with the forward purchasers. In connection with any forward sale agreement, a forward purchaser will, at the Company’s request, borrow from third parties, through its forward seller, and sell a number of shares equal to the amount provided in such agreement.
As of March 31, 2023, the Company has not issued any common shares under the ATM Program. Future sales will depend on a variety of factors including, but not limited to, market conditions, the trading price of our common shares, and our capital needs. The Company has no obligation to sell any shares under the ATM Program.
Share Repurchase Program
The Company has a share repurchase program for up to $200 million, under which the Company may repurchase its shares from time to time in the open market or in privately negotiated transactions in compliance with SEC Rule 10b-18. The amount and timing of the purchases will depend on a number of factors including the price and availability of the Company’s shares, trading volume and general market conditions. The share repurchase program does not obligate the Company to acquire any particular amount of common shares and may be suspended or discontinued at any time at the Company’s discretion.
During the three months ended March 31, 2023 and 2022, no shares were repurchased by the Company. As of March 31, 2023, the Company has repurchased 5.9 million common shares at a weighted average share price of $9.22, for a total of $54.1 million. All share repurchases by the Company were completed between March and April of 2020. There is approximately $145.9 million remaining for share repurchases under this program.
Units of the Operating Partnership
The Operating Partnership’s capital includes general and common limited partnership interests in the operating partnership. As of March 31, 2023, Urban Edge owned approximately 95.9% of the outstanding common OP units with the remaining limited OP units held by members of management, Urban Edge’s Board of Trustees and contributors of property interests acquired. Urban Edge serves as the sole general partner of the Operating Partnership. The third-party unitholders have limited rights over the Operating Partnership such that they do not have characteristics of a controlling financial interest. As such, the Operating Partnership is considered a VIE, and the Company is the primary beneficiary which consolidates it. The Company’s only investment is the Operating Partnership. The VIE’s assets can be used for purposes other than the settlement of the VIE’s obligations and the Company’s partnership interest is considered a majority voting interest.
Dividends and Distributions
During the three months ended March 31, 2023 and 2022, the Company declared distributions on common shares and OP units of $0.16 per share/unit.
Noncontrolling Interests in Operating Partnership
Noncontrolling interests in the Operating Partnership reflected on the consolidated balance sheets of the Company are comprised of OP units and limited partnership interests in the Operating Partnership in the form of LTIP unit awards. LTIP unit awards were granted to certain executives pursuant to our 2015 Omnibus Share Plan (the “Omnibus Share Plan”) and our 2018 Inducement Equity Plan (the “Inducement Plan”). OP units were issued to contributors in exchange for their property interests in connection with the Company’s property acquisitions in 2017.
The total of the OP units and LTIP units represent a 4.0% weighted-average interest in the Operating Partnership for the three months ended March 31, 2023. Holders of outstanding vested LTIP units may, from and after two years from the date of issuance, redeem their LTIP units for cash, or for the Company’s common shares on a one-for-one basis, solely at our election. Holders of outstanding OP units may redeem their units for cash or the Company’s common shares on a one-for-one basis, solely at our election.
Noncontrolling Interests in Consolidated Subsidiaries
The Company’s noncontrolling interests relate to the 5% interest held by others in our property in Walnut Creek, CA (Mount Diablo) and 17.5% held by others in our property in Massapequa, NY. The net income attributable to noncontrolling interests is presented separately on our consolidated statements of income and comprehensive income.
15. SHARE-BASED COMPENSATION
Share-Based Compensation Expense
Share-based compensation expense, which is included in general and administrative expenses in our consolidated statements of income and comprehensive income, is summarized as follows:
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | |
(Amounts in thousands) | 2023 | | 2022 | | | | |
Share-based compensation expense components: | | | | | | | |
Time-based LTIP expense(1) | $ | 987 | | | $ | 1,232 | | | | | |
Performance-based LTIP expense(2) | 728 | | | 1,045 | | | | | |
Restricted share expense | 239 | | | 60 | | | | | |
Deferred share unit (“DSU”) expense | 33 | | | 25 | | | | | |
Stock option expense | 20 | | | 235 | | | | | |
Total Share-based compensation expense | $ | 2,007 | | | $ | 2,597 | | | | | |
(1) Expense for the three months ended March 31, 2023 includes the 2023, 2022, 2021, 2020 and 2019 LTI Plans.
(2) Expense for the three months ended March 31, 2023 includes the 2017 OPP plan and the 2023, 2022, 2021, 2020, 2019, and 2018 LTI Plans.
Equity award activity during the three months ended March 31, 2023 included: (i) 257,561 LTIP units granted, (ii) 176,268 LTIP units vested, (iii) 72,227 restricted shares granted, (iv) 32,134 stock options vested, and (v) 29,939 restricted shares vested.
2023 Long-Term Incentive Plan
On February 10, 2023, the Company established the 2023 Long-Term Incentive Plan (“2023 LTI Plan”) under the Omnibus Share Plan. The plan is a multi-year, equity compensation program under which participants, including our Chairman and Chief Executive Officer, receive awards in the form of LTIP units that, with respect to one half of the program, vest based solely on the passage of time. With respect to the other half of the program, the awards are earned and vest if certain relative and absolute total shareholder return (“TSR”) and/or funds from operations (“FFO”) and same-property net operating income (“SP NOI”) growth targets are achieved by the Company over a three-year performance period. The total grant date fair value under the 2023 LTI Plan was $7.4 million, comprising both performance-based and time-based awards as described further below:
Performance-based awards
For the performance-based awards under the 2023 LTI plan, participants have the opportunity to earn awards in the form of LTIP units if Urban Edge’s absolute and/or relative TSR meets certain criteria over the three-year performance measurement
period beginning on February 10, 2023 and ending on February 9, 2026. Participants also have the opportunity to earn awards in the form of LTIP units if Urban Edge’s FFO growth component and SP NOI growth component meets certain criteria over the three-year performance measurement period beginning January 1, 2023 and ending on December 31, 2025. The Company granted performance-based awards under the 2023 LTI Plan representing 309,611 units. The fair value of the performance-based award portion of the 2023 LTI Plan on the grant date was $3.7 million using a Monte Carlo simulation to estimate the fair value of the Absolute and Relative components through a risk-neutral premise. Assumptions include historical volatility (53.3%), risk-free interest rates (4.2%), and historical daily return as compared to certain peer companies.
Time-based awards
The time-based awards granted under the 2023 LTI Plan, also granted in the form of LTIP units, vest ratably over three years except in the case of our Chairman and Chief Executive Officer, where the vesting is ratable over four years. As of March 31, 2023, the Company granted time-based awards under the 2023 LTI Plan that represent 257,561 LTIP units with a grant date fair value of $3.7 million.
16. EARNINGS PER SHARE AND UNIT
Urban Edge Earnings per Share
We calculate earnings per share (“EPS”) under the two-class method. The two-class method is an earnings allocation methodology whereby EPS for each class of Urban Edge common shares and participating securities is calculated according to dividends declared and participating rights in undistributed earnings. Restricted shares issued pursuant to our share-based compensation program are considered participating securities, and as such have non-forfeitable rights to receive dividends.
The following table sets forth the computation of our basic and diluted earnings per share:
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | |
(Amounts in thousands, except per share amounts) | 2023 | | 2022 | | | | |
Numerator: | | | | | | | |
Net income (loss) attributable to common shareholders | $ | (19,118) | | | $ | 9,486 | | | | | |
Less: (Earnings) loss allocated to unvested participating securities | 13 | | | (5) | | | | | |
Net income (loss) available for common shareholders - basic | $ | (19,105) | | | $ | 9,481 | | | | | |
Impact of assumed conversions: | | | | | | | |
OP and LTIP Units | — | | | — | | | | | |
Net income (loss) available for common shareholders - dilutive | $ | (19,105) | | | $ | 9,481 | | | | | |
| | | | | | | |
Denominator: | | | | | | | |
Weighted average common shares outstanding - basic | 117,450 | | | 117,330 | | | | | |
Effect of dilutive securities(1): | | | | | | | |
| | | | | | | |
Restricted share awards | — | | | 63 | | | | | |
Assumed conversion of OP and LTIP Units | — | | | — | | | | | |
Weighted average common shares outstanding - diluted | 117,450 | | | 117,393 | | | | | |
| | | | | | | |
Earnings per share available to common shareholders: | | | | | | | |
Earnings (loss) per common share - Basic | $ | (0.16) | | | $ | 0.08 | | | | | |
Earnings (loss) per common share - Diluted | $ | (0.16) | | | $ | 0.08 | | | | | |
(1) For the three months ended March 31, 2023 and 2022, the effect of the redemption of certain OP and LTIP Units for Urban Edge common shares would have an anti-dilutive effect on the calculation of diluted EPS. Accordingly, the impact of such redemption has not been included in the determination of diluted EPS for these periods.
Operating Partnership Earnings per Unit
The following table sets forth the computation of basic and diluted earnings per unit:
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | |
(Amounts in thousands, except per unit amounts) | 2023 | | 2022 | | | | |
Numerator: | | | | | | | |
Net income (loss) attributable to unitholders | $ | (19,906) | | | $ | 9,873 | | | | | |
Less: net (income) loss attributable to participating securities | 13 | | | (5) | | | | | |
Net income (loss) available for unitholders | $ | (19,893) | | | $ | 9,868 | | | | | |
| | | | | | | |
Denominator: | | | | | | | |
Weighted average units outstanding - basic | 121,752 | | | 121,188 | | | | | |
Effect of dilutive securities issued by Urban Edge | — | | | 63 | | | | | |
Unvested LTIP Units | — | | | 936 | | | | | |
Weighted average units outstanding - diluted | 121,752 | | | 122,187 | | | | | |
| | | | | | | |
Earnings per unit available to unitholders: | | | | | | | |
Earnings (loss) per unit - Basic | $ | (0.16) | | | $ | 0.08 | | | | | |
Earnings (loss) per unit - Diluted | $ | (0.16) | | | $ | 0.08 | | | | | |