Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 04, 2022 | |
Document Information [Line Items] | ||
Document type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Entity Registrant Name | CEDAR REALTY TRUST, INC. | |
Entity Central Index Key | 0000761648 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 13,718,169 | |
Entity File Number | 001-31817 | |
Entity Tax Identification Number | 42-1241468 | |
Entity Address, Address Line One | 2529 Virginia Beach Blvd. | |
Entity Address, City or Town | Virginia Beach | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 23452 | |
City Area Code | 757 | |
Local Phone Number | 627-9088 | |
Entity Incorporation, State or Country Code | MD | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Series B Preferred Stock [Member] | ||
Document Information [Line Items] | ||
Trading Symbol | CDRpB | |
Title of 12(b) Security | 7-1/4% Series B Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value | |
Security Exchange Name | NYSE | |
Series C Preferred Stock [Member] | ||
Document Information [Line Items] | ||
Trading Symbol | CDRpC | |
Title of 12(b) Security | 6-1/2% Series C Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
ASSETS | ||
Land | $ 71,763,000 | $ 68,865,000 |
Buildings and improvements | 292,715,000 | 300,962,000 |
Real estate, gross | 364,478,000 | 369,827,000 |
Less accumulated depreciation | (157,831,000) | (155,250,000) |
Real estate, net | 206,647,000 | 214,577,000 |
Real estate held for sale | 757,037,000 | |
Investment in unconsolidated joint venture | 4,654,000 | |
Cash and cash equivalents | 2,062,000 | 3,039,000 |
Restricted cash | 11,404,000 | 230,000 |
Receivables | 5,579,000 | 13,580,000 |
Other assets and deferred charges, net | 8,348,000 | 23,777,000 |
TOTAL ASSETS | 234,040,000 | 1,016,894,000 |
LIABILITIES AND EQUITY | ||
Mortgage loan payable - held for sale | 156,821,000 | |
Finance lease obligation - held for sale | 5,314,000 | |
Unsecured revolving credit facility | 66,000,000 | |
Unsecured term loans | 298,903,000 | |
Secured term loan, net | 126,596,000 | |
Accounts payable and accrued liabilities | 8,645,000 | 42,099,000 |
Due to Wheeler Real Estate Investment Trust, Inc. | 7,358,000 | |
Unamortized intangible lease liabilities | 4,916,000 | 5,367,000 |
Unamortized intangible lease liabilities - held for sale | 2,422,000 | |
Total liabilities | 147,515,000 | 576,926,000 |
Commitments and contingencies | ||
Equity: | ||
Preferred stock | 159,541,000 | 159,541,000 |
Common stock ($0.06 par value, 150,000,000 shares authorized, 13,718,000 and 13,658,000 shares, issued and outstanding, respectively) | 823,000 | 820,000 |
Treasury stock (0 and 387,000 shares, respectively, at cost) | (13,266,000) | |
Additional paid-in capital | 868,323,000 | 881,009,000 |
Cumulative distributions in excess of net income | (942,162,000) | (582,464,000) |
Accumulated other comprehensive loss | (8,258,000) | |
Total Cedar Realty Trust, Inc. shareholders' equity | 86,525,000 | 437,382,000 |
Noncontrolling interests: | ||
Limited partners' OP Units | 2,586,000 | |
Total noncontrolling interests | 2,586,000 | |
Total equity | 86,525,000 | 439,968,000 |
TOTAL LIABILITIES AND EQUITY | $ 234,040,000 | $ 1,016,894,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Statement Of Financial Position [Abstract] | ||
Common stock, shares par value | $ 0.06 | $ 0.06 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 13,718,000 | 13,658,000 |
Common stock, shares outstanding | 13,718,000 | 13,658,000 |
Treasury stock, shares | 0 | 387,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
REVENUES | ||||
Total revenues | $ 7,984,000 | $ 8,495,000 | $ 24,765,000 | $ 30,274,000 |
EXPENSES | ||||
Operating, maintenance and management | 2,254,000 | 1,259,000 | 6,070,000 | 5,419,000 |
Real estate and other property-related taxes | 1,557,000 | 1,520,000 | 4,325,000 | 5,200,000 |
General and administrative | 3,875,000 | 3,965,000 | 9,648,000 | 13,465,000 |
Depreciation and amortization | 4,010,000 | 3,038,000 | 9,361,000 | 9,475,000 |
Total expenses | 11,696,000 | 9,782,000 | 29,404,000 | 33,559,000 |
OTHER | ||||
Gain on sales | 48,857,000 | |||
Transaction costs | (23,971,000) | (58,163,000) | ||
Impairment charges | (9,151,000) | (58,987,000) | (9,350,000) | (57,138,000) |
Total other | (33,122,000) | (58,987,000) | (67,513,000) | (8,281,000) |
OPERATING LOSS | (36,834,000) | (60,274,000) | (72,152,000) | (11,566,000) |
NON-OPERATING INCOME AND EXPENSES | ||||
Interest income (expense) | 615,000 | (3,152,000) | (5,222,000) | (11,134,000) |
Total non-operating income and expenses | 615,000 | (3,152,000) | (5,222,000) | (11,134,000) |
NET LOSS FROM CONTINUING OPERATIONS | (36,219,000) | (63,426,000) | (77,374,000) | (22,700,000) |
DISCONTINUED OPERATIONS | ||||
Income from discontinued operations | 356,000 | 6,292,000 | 14,302,000 | 17,236,000 |
Impairment charges | (23,749,000) | (16,629,000) | (23,749,000) | |
Gain on sales | 125,500,000 | 125,500,000 | 1,047,000 | |
Total income (loss) from discontinued operations | 125,856,000 | (17,457,000) | 123,173,000 | (5,466,000) |
NET INCOME (LOSS) | 89,637,000 | (80,883,000) | 45,799,000 | (28,166,000) |
Net (income) loss attributable to noncontrolling interests: | ||||
Minority interests in consolidated joint ventures | (125,000) | (397,000) | ||
Limited partners' interest in Operating Partnership | (328,000) | 492,000 | (132,000) | 214,000 |
Total net (income) loss attributable to noncontrolling interests | (328,000) | 367,000 | (132,000) | (183,000) |
NET INCOME (LOSS) ATTRIBUTABLE TO CEDAR REALTY TRUST, INC. | 89,309,000 | (80,516,000) | 45,667,000 | (28,349,000) |
Preferred stock dividends | (2,688,000) | (2,688,000) | (8,064,000) | (8,064,000) |
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ 86,621,000 | $ (83,204,000) | $ 37,603,000 | $ (36,413,000) |
NET INCOME (LOSS) PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS (BASIC AND DILUTED): | ||||
Continuing operations, basic per share | $ (2.87) | $ (4.97) | $ (6.37) | $ (2.36) |
Continuing operations, diluted per share | (2.87) | (4.97) | (6.37) | (2.36) |
Discontinued operations, basic per share | 9.29 | (1.31) | 9.19 | (0.41) |
Discontinued operations, diluted per share | 9.29 | (1.31) | 9.19 | (0.41) |
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS, BASIC | 6.42 | (6.28) | 2.82 | (2.77) |
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS, DILUTED | $ 6.42 | $ (6.28) | $ 2.82 | $ (2.77) |
Weighted average number of common shares - basic | 13,494,000 | 13,252,000 | 13,357,000 | 13,191,000 |
Weighted average number of common shares - diluted | 13,494,000 | 13,252,000 | 13,357,000 | 13,191,000 |
Rental Revenues [Member] | ||||
REVENUES | ||||
Total revenues | $ 7,696,000 | $ 8,409,000 | $ 24,139,000 | $ 29,854,000 |
Other [Member] | ||||
REVENUES | ||||
Total revenues | $ 288,000 | $ 86,000 | $ 626,000 | $ 420,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 89,637,000 | $ (80,883,000) | $ 45,799,000 | $ (28,166,000) |
Unrealized (loss) gain on change in fair value of cash flow hedges | (3,131,000) | 1,595,000 | 8,321,000 | 6,811,000 |
Comprehensive income (loss) | 86,506,000 | (79,288,000) | 54,120,000 | (21,355,000) |
Comprehensive (income) loss attributable to noncontrolling interests | (332,000) | 358,000 | (195,000) | (228,000) |
Comprehensive income (loss) attributable to Cedar Realty Trust, Inc. | $ 86,174,000 | $ (78,930,000) | $ 53,925,000 | $ (21,583,000) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Equity - USD ($) | Total | Limited Partners' Interest In Operating Partnership [Member] | Preferred Stock [Member] | Common Stock [Member] | Treasury Stock, At Cost [Member] | Additional Paid-In Capital [Member] | Cumulative Distributions In Excess Of Net Income [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Cedar Realty Trust, Inc. [Member] | Minority Interests In Consolidated Joint Ventures [Member] | Noncontrolling Interests [Member] |
Balance at Dec. 31, 2020 | $ 487,458,000 | $ 2,907,000 | $ 159,541,000 | $ 812,000 | $ (15,133,000) | $ 879,790,000 | $ (522,696,000) | $ (18,816,000) | $ 483,498,000 | $ 1,053,000 | $ 3,960,000 |
Balance, shares at Dec. 31, 2020 | 6,450,000 | 13,530,000 | |||||||||
Net income (loss) | 1,253,000 | (9,000) | 1,112,000 | 1,112,000 | 150,000 | 141,000 | |||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 4,197,000 | 26,000 | 4,171,000 | 4,171,000 | 26,000 | ||||||
Share-based compensation, net | 781,000 | $ 6,000 | 1,172,000 | (397,000) | 781,000 | ||||||
Share-based compensation, net, shares | 99,000 | ||||||||||
Common stock sales, net of issuance expenses | 1,000 | 1,000 | 1,000 | ||||||||
Preferred stock dividends | (2,688,000) | (2,688,000) | (2,688,000) | ||||||||
Distributions to common shareholders/noncontrolling interests | (904,000) | (5,000) | (899,000) | (899,000) | (5,000) | ||||||
Reallocation adjustment of limited partners' interest | (19,000) | 19,000 | 19,000 | (19,000) | |||||||
Balance at Mar. 31, 2021 | 490,098,000 | 2,900,000 | $ 159,541,000 | $ 818,000 | (13,961,000) | 879,413,000 | (525,171,000) | (14,645,000) | 485,995,000 | 1,203,000 | 4,103,000 |
Balance, shares at Mar. 31, 2021 | 6,450,000 | 13,629,000 | |||||||||
Balance at Dec. 31, 2020 | 487,458,000 | 2,907,000 | $ 159,541,000 | $ 812,000 | (15,133,000) | 879,790,000 | (522,696,000) | (18,816,000) | 483,498,000 | 1,053,000 | 3,960,000 |
Balance, shares at Dec. 31, 2020 | 6,450,000 | 13,530,000 | |||||||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 6,811,000 | ||||||||||
Balance at Sep. 30, 2021 | 456,359,000 | 2,684,000 | $ 159,541,000 | $ 820,000 | (13,862,000) | 879,900,000 | (562,124,000) | (12,050,000) | 452,225,000 | 1,450,000 | 4,134,000 |
Balance, shares at Sep. 30, 2021 | 6,450,000 | 13,669,000 | |||||||||
Balance at Mar. 31, 2021 | 490,098,000 | 2,900,000 | $ 159,541,000 | $ 818,000 | (13,961,000) | 879,413,000 | (525,171,000) | (14,645,000) | 485,995,000 | 1,203,000 | 4,103,000 |
Balance, shares at Mar. 31, 2021 | 6,450,000 | 13,629,000 | |||||||||
Net income (loss) | 51,464,000 | 287,000 | 51,055,000 | 51,055,000 | 122,000 | 409,000 | |||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 1,019,000 | 10,000 | 1,009,000 | 1,009,000 | 10,000 | ||||||
Share-based compensation, net | 1,089,000 | 50,000 | 1,039,000 | 1,089,000 | |||||||
Share-based compensation, net, shares | (1,000) | ||||||||||
Common stock sales, net of issuance expenses | 1,000 | 1,000 | 1,000 | ||||||||
Purchase/Redemption of OP Units | (8,000) | (8,000) | (8,000) | ||||||||
Preferred stock dividends | (2,688,000) | (2,688,000) | (2,688,000) | ||||||||
Distributions to common shareholders/noncontrolling interests | (1,193,000) | (5,000) | (1,188,000) | (1,188,000) | (5,000) | ||||||
Reallocation adjustment of limited partners' interest | (38,000) | 38,000 | 38,000 | (38,000) | |||||||
Balance at Jun. 30, 2021 | 539,782,000 | 3,146,000 | $ 159,541,000 | $ 818,000 | (13,911,000) | 880,491,000 | (477,992,000) | (13,636,000) | 535,311,000 | 1,325,000 | 4,471,000 |
Balance, shares at Jun. 30, 2021 | 6,450,000 | 13,628,000 | |||||||||
Net income (loss) | (80,883,000) | (492,000) | (80,516,000) | (80,516,000) | 125,000 | (367,000) | |||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 1,595,000 | 9,000 | 1,586,000 | 1,586,000 | 9,000 | ||||||
Share-based compensation, net | (516,000) | $ 2,000 | 49,000 | (567,000) | (516,000) | ||||||
Share-based compensation, net, shares | 41,000 | ||||||||||
Common stock sales, net of issuance expenses | 2,000 | 2,000 | 2,000 | ||||||||
Preferred stock dividends | (2,688,000) | (2,688,000) | (2,688,000) | ||||||||
Distributions to common shareholders/noncontrolling interests | (933,000) | (5,000) | (928,000) | (928,000) | (5,000) | ||||||
Reallocation adjustment of limited partners' interest | 26,000 | (26,000) | (26,000) | 26,000 | |||||||
Balance at Sep. 30, 2021 | 456,359,000 | 2,684,000 | $ 159,541,000 | $ 820,000 | (13,862,000) | 879,900,000 | (562,124,000) | (12,050,000) | 452,225,000 | $ 1,450,000 | 4,134,000 |
Balance, shares at Sep. 30, 2021 | 6,450,000 | 13,669,000 | |||||||||
Balance at Dec. 31, 2021 | 439,968,000 | 2,586,000 | $ 159,541,000 | $ 820,000 | (13,266,000) | 881,009,000 | (582,464,000) | (8,258,000) | 437,382,000 | 2,586,000 | |
Balance, shares at Dec. 31, 2021 | 6,450,000 | 13,658,000 | |||||||||
Net income (loss) | (1,076,000) | (20,000) | (1,056,000) | (1,056,000) | (20,000) | ||||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 8,338,000 | 49,000 | 8,289,000 | 8,289,000 | 49,000 | ||||||
Share-based compensation, net | (40,000) | $ (1,000) | 2,459,000 | (2,498,000) | (40,000) | ||||||
Share-based compensation, net, shares | (21,000) | ||||||||||
Common stock sales, net of issuance expenses | 1,000 | 1,000 | 1,000 | ||||||||
Preferred stock dividends | (2,688,000) | (2,688,000) | (2,688,000) | ||||||||
Distributions to common shareholders/noncontrolling interests | (905,000) | (5,000) | (900,000) | (900,000) | (5,000) | ||||||
Reallocation adjustment of limited partners' interest | 4,000 | (4,000) | (4,000) | 4,000 | |||||||
Balance at Mar. 31, 2022 | 443,598,000 | 2,614,000 | $ 159,541,000 | $ 819,000 | (10,807,000) | 878,508,000 | (587,108,000) | 31,000 | 440,984,000 | 2,614,000 | |
Balance, shares at Mar. 31, 2022 | 6,450,000 | 13,637,000 | |||||||||
Balance at Dec. 31, 2021 | 439,968,000 | 2,586,000 | $ 159,541,000 | $ 820,000 | (13,266,000) | 881,009,000 | (582,464,000) | (8,258,000) | 437,382,000 | 2,586,000 | |
Balance, shares at Dec. 31, 2021 | 6,450,000 | 13,658,000 | |||||||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 8,321,000 | ||||||||||
Balance at Sep. 30, 2022 | 86,525,000 | $ 159,541,000 | $ 823,000 | 868,323,000 | (942,162,000) | 86,525,000 | |||||
Balance, shares at Sep. 30, 2022 | 6,450,000 | 13,718,000 | |||||||||
Balance at Mar. 31, 2022 | 443,598,000 | 2,614,000 | $ 159,541,000 | $ 819,000 | (10,807,000) | 878,508,000 | (587,108,000) | 31,000 | 440,984,000 | 2,614,000 | |
Balance, shares at Mar. 31, 2022 | 6,450,000 | 13,637,000 | |||||||||
Net income (loss) | (42,763,000) | (176,000) | (42,587,000) | (42,587,000) | (176,000) | ||||||
Unrealized gain (loss) on change in fair value of cash flow hedges | 3,114,000 | 10,000 | 3,104,000 | 3,104,000 | 10,000 | ||||||
Share-based compensation, net | 287,000 | $ (5,000) | 47,000 | 245,000 | 287,000 | ||||||
Share-based compensation, net, shares | (79,000) | ||||||||||
Purchase/Redemption of OP Units | (726,000) | (726,000) | (726,000) | ||||||||
Preferred stock dividends | (2,688,000) | (2,688,000) | (2,688,000) | ||||||||
Acquisition of minority interests | (1,000,000) | (1,000,000) | (1,000,000) | ||||||||
Reallocation adjustment of limited partners' interest | (228,000) | 228,000 | 228,000 | (228,000) | |||||||
Balance at Jun. 30, 2022 | 399,822,000 | 1,494,000 | $ 159,541,000 | $ 814,000 | (10,760,000) | 877,981,000 | (632,383,000) | 3,135,000 | 398,328,000 | 1,494,000 | |
Balance, shares at Jun. 30, 2022 | 6,450,000 | 13,558,000 | |||||||||
Net income (loss) | 89,637,000 | 328,000 | 89,309,000 | 89,309,000 | 328,000 | ||||||
Unrealized gain (loss) on change in fair value of cash flow hedges | (3,131,000) | 4,000 | $ (3,135,000) | (3,135,000) | 4,000 | ||||||
Share-based compensation, net | 713,000 | $ 10,760,000 | (10,047,000) | 713,000 | |||||||
Share-based compensation, net, shares | (3,000) | ||||||||||
Common Stock Offering | $ 823,000 | (823,000) | |||||||||
Common stock offering, shares | 13,718,000 | ||||||||||
Common stock repurchases | $ (821,000) | 821,000 | |||||||||
Common stock repurchases, Shares | (13,669,000) | ||||||||||
Common stock issuance | $ 7,000 | (7,000) | |||||||||
Common stock issuance, Shares | 114,000 | ||||||||||
Preferred stock dividends | (2,688,000) | (2,688,000) | 2,688,000 | ||||||||
Distributions to common shareholders/noncontrolling interests | 397,828,000 | (1,428,000) | (396,400,000) | 396,400,000 | 1,428,000 | ||||||
Reallocation adjustment of limited partners' interest | $ (398,000) | 398,000 | 398,000 | $ (398,000) | |||||||
Balance at Sep. 30, 2022 | $ 86,525,000 | $ 159,541,000 | $ 823,000 | $ 868,323,000 | $ (942,162,000) | $ 86,525,000 | |||||
Balance, shares at Sep. 30, 2022 | 6,450,000 | 13,718,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
OPERATING ACTIVITIES | ||
Net income (loss) | $ 45,799,000 | $ (28,166,000) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Gain on sales | (125,500,000) | (49,904,000) |
Impairment charges | 25,979,000 | 80,887,000 |
Straight-line rents and expenses, net | (376,000) | (285,000) |
Provision for doubtful accounts | 1,070,000 | 606,000 |
Depreciation and amortization | 19,088,000 | 30,978,000 |
Amortization of intangible lease liabilities, net | (595,000) | (807,000) |
Expense relating to share-based compensation, net | 1,608,000 | 2,509,000 |
Amortization of deferred financing costs | 2,679,000 | 1,203,000 |
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions: | ||
Rents and other receivables | (15,232,000) | (862,000) |
Prepaid expenses and other | (6,007,000) | (4,771,000) |
Accounts payable and accrued liabilities | 29,063,000 | 931,000 |
Net cash (used in) provided by operating activities | (22,424,000) | 32,319,000 |
INVESTING ACTIVITIES | ||
Expenditures for real estate improvements | (21,693,000) | (19,612,000) |
Net proceeds from sales of real estate | 699,337,000 | 104,497,000 |
Contributions to unconsolidated joint venture | (155,000) | (3,193,000) |
Net cash provided by investing activities | 677,489,000 | 81,692,000 |
FINANCING ACTIVITIES | ||
Repayments under revolving credit facility | (70,000,000) | (188,000,000) |
Advances under revolving credit facility | 4,000,000 | 79,000,000 |
Repayment of term note | (300,000,000) | (100,000,000) |
Proceeds (termination payment) related to interest rate swap | 3,400,000 | (503,000) |
Mortgage proceeds | 130,000,000 | 114,000,000 |
Mortgage repayments | (664,000) | (825,000) |
Payments of debt financing costs | (3,807,000) | (3,261,000) |
Noncontrolling interests: | ||
Distributions to limited partners | (467,000) | (15,000) |
Acquisition of joint venture minority interest share | (1,000,000) | |
Redemption of OP units | (966,000) | (8,000) |
Common stock sales less issuance expenses, net | 4,000 | |
Preferred stock dividends | (8,064,000) | (8,064,000) |
Distributions to common shareholders | (397,300,000) | (3,015,000) |
Net cash used in financing activities | (644,868,000) | (110,687,000) |
Net increase in cash, cash equivalents and restricted cash | 10,197,000 | 3,324,000 |
Cash, cash equivalents and restricted cash at beginning of period | 3,269,000 | 1,637,000 |
Cash, cash equivalents and restricted cash at end of period | 13,466,000 | 4,961,000 |
Reconciliation to condensed consolidated balance sheets: | ||
Cash and cash equivalents | 2,062,000 | 4,731,000 |
Restricted cash | 11,404,000 | 230,000 |
Cash, cash equivalents and restricted cash at end of period | $ 13,466,000 | $ 4,961,000 |
Business and Organization
Business and Organization | 9 Months Ended |
Sep. 30, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Business and Organization | Note 1. Business and Organization Cedar Realty Trust, Inc. (the “Company”) is a real estate investment trust (“REIT”) that focuses on owning and operating income producing retail properties with a primary focus on grocery-anchored shopping centers primarily in the Northeast. At September 30, 2022, the Company owned a portfolio of 19 operating properties. Cedar Realty Trust Partnership, L.P. (the “Operating Partnership”) is the entity through which the Company conducts substantially all of its business and owns (either directly or through subsidiaries) substantially all of its assets. At September 30, 2022, the Company owned a 100.0 % general and limited partnership interest in, and was the sole general partner of, the Operating Partnership. As used herein, the “Company” refers to Cedar Realty Trust, Inc. and its subsidiaries on a consolidated basis, including the Operating Partnership or, where the context so requires, Cedar Realty Trust, Inc. only. Transaction Agreements On March 2, 2022, the Company announced that following its previously announced review of strategic alternatives, it had entered into definitive agreements for the sale of the Company and its assets in a series of related all-cash transactions. Specifically, on March 2, 2022, the Company and certain of its subsidiaries entered into an asset purchase and sale agreement (the “Asset Purchase Agreement”) with DRA Fund X-B LLC and KPR Centers LLC (together with their respective designees, the “Grocery-Anchored Purchasers”) for the sale of a portfolio of 33 grocery-anchored shopping centers for cash (the “Grocery-Anchored Portfolio Sale”). In addition, on March 2, 2022, the Company entered into an agreement and plan of merger (the “Merger Agreement”) with Wheeler Real Estate Investment Trust, Inc. (“Wheeler”) and certain of its affiliates pursuant to which, following closing of the Grocery-Anchored Portfolio Sale, Wheeler would acquire the balance of the Company’s shopping center assets by way of an all-cash merger transaction. The transactions contemplated by the Asset Purchase Agreement and the Merger Agreement are collectively referred to as the “Transactions”. The Transactions were unanimously approved by the Company’s Board of Directors (the “Board”) and were approved by the Company’s common stockholders at a special meeting of stockholders held on May 27, 2022. On July 7, 2022, the Company and certain of its subsidiaries completed the Grocery-Anchored Portfolio Sale and the East River Park and Senator Square redevelopment asset sales for total gross proceeds of approximately $ 879 million, including the assumed debt. There were no material relationships among the Company, the Grocery-Anchored Purchasers, or any of their respective affiliates. On August 22, 2022, the Company completed the merger with Wheeler. As a result of the merger, Wheeler acquired all of the outstanding shares of the Company's common stock, which ceased to be publicly traded on the New York Stock Exchange ("NYSE"). The Company's outstanding 7.25 % Series B Preferred Stock and 6.50 % Series C Preferred Stock remain outstanding and continue to trade on the NYSE. Each outstanding share of common stock of the Company and outstanding common unit of the Operating Partnership held by persons other than the Company immediately prior to the merger were cancelled and converted into the right to receive a cash payment of $ 9.48 per share or unit. In addition, prior to consummation of the merger, the Company's Board of Directors declared a special dividend on shares of the Company's outstanding common stock of $ 19.52 per share, payable to holders of record of the Company's common stock at the close of business on August 19, 2022. In connection with the transactions discussed above, the Company incurred transaction costs of $ 58.2 million for the nine months ended September 30, 2022, included in the accompanying condensed consolidated statement of operations, of which $ 33.5 million relates to employee severance payments. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Principles of Consolidation/Basis of Preparation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statement disclosures. In the opinion of management, all adjustments necessary for fair presentation (including normal recurring accruals) have been included. The financial statements are prepared on the accrual basis in accordance with GAAP, which requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. Actual results could differ from these estimates. The unaudited condensed consolidated financial statements in this Form 10-Q should be read in conjunction with the audited consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. The unaudited condensed consolidated financial statements include the accounts and operations of the Company, the Operating Partnership, its subsidiaries, and certain joint venture partnerships in which it participates. The Company consolidates all variable interest entities for which it is the primary beneficiary. Certain prior year amounts in the condensed consolidated financial statements and notes thereto have been reclassified to conform to current year presentation. Supplemental Condensed Consolidated Statements of Cash Flows Information Nine months ended September 30, 2022 2021 Supplemental disclosure of cash activities: Cash paid for interest $ 12,273,000 $ 15,467,000 Supplemental disclosure of non-cash activities: Capitalization of interest and financing costs 1,035,000 2,449,000 Buildings and improvements included in accounts payable and accrued liabilities ( 4,885,000 ) ( 654,000 ) Payoff of mortgages through mortgage assumptions 157,925,000 — Recently Issued and Adopted Accounting Pronouncements Accounting standards that have been issued or proposed by the Financial Accounting Standards Board or other standard-setting bodies are not currently applicable to the Company or are not expected to have a significant impact on the Company’s financial position, results of operations and cash flows. |
Real Estate
Real Estate | 9 Months Ended |
Sep. 30, 2022 | |
Real Estate [Abstract] | |
Real Estate | Note 3. Real Estate Investment in Unconsolidated Joint Venture On May 5, 2021, the Company formed a joint venture with Goldman Sachs Urban Investment Group and Asland Capital Partners (the “Joint Venture”) for the construction of an approximately 258,000 square foot six-story commercial building in Washington, D.C. consisting of approximately 240,000 square feet of office space which is 100 % leased to the Washington, D.C., Department of General Services (“DGS”) for its headquarters and approximately 18,000 square feet of street-level retail. The term of the lease with DGS is for 20 years and 10 months , to commence upon substantial completion and delivery to the DGS. The Company contributed approximately $ 4.8 million of capital to the Joint Venture as of September 30, 2022. T he Company sold approximately $ 8.0 million of development costs to the Joint Venture as part of its formation on May 5, 2021. During the third quarter of 2022, the Joint Venture was sold to the Grocery-Anchored Purchasers in connection with the Grocery-Anchored Portfolio Sale. Acquisitions On June 28, 2022, the Company acquired the 40 % minority ownership percentage in the Crossroads joint venture for $ 1.0 million. The Company's ownership interest in Crossroads was included in the Grocery-Anchored Portfolio Sale that occurred on July 7, 2022. Dispositions The following table shows the property disposition, not including the Grocery-Anchored Portfolio Sale, during the nine months ended September 30, 2022: Date Sales Disposition Location GLA Sold Price Impairment Riverview Plaza Philadelphia, PA 108,902 5/16/2022 $ 34,000,000 $ ( 361,000 ) Impairments of $ 9.4 million for the nine months ended September 30, 2022 also include those related to the Company's investment in the unconsolidated joint venture and the note receivable associated with Senator Square. T hese impairments are included in operating loss in the accompanying condensed consolidated statement of operations. Discontinued Operations On July 7, 2022, the Company and certain of its subsidiaries completed the Grocery-Anchored Portfolio Sale and the East River Park and Senator Square redevelopment asset sales for total gross proceeds of approximately $ 879 million, including the assumed debt. The Grocery-Anchored Portfolio Sale represents a strategic shift and has a material effect on the Company’s operations and financial results, and, therefore, the Company determined that it is deemed a discontinued operation. Accordingly, the portfolio of 33 grocery-anchored shopping centers have been classified as held for sale and the results of their operations have been classified as discontinued operations for all periods presented herein. The following is a summary of income from discontinued operations: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 REVENUES Rental revenues $ 1,396,000 $ 21,985,000 $ 45,391,000 $ 65,757,000 Other 26,000 81,000 184,000 302,000 Total revenues 1,422,000 22,066,000 45,575,000 66,059,000 EXPENSES Operating, maintenance and management 377,000 4,310,000 10,818,000 14,227,000 Real estate and other property-related taxes 216,000 3,277,000 6,750,000 9,768,000 General and administrative — 265,000 468,000 165,000 Depreciation and amortization — 6,471,000 9,726,000 21,503,000 Total expenses 593,000 14,323,000 27,762,000 45,663,000 OPERATING INCOME 829,000 7,743,000 17,813,000 20,396,000 NON-OPERATING INCOME AND EXPENSES Interest expense ( 473,000 ) ( 1,451,000 ) ( 3,511,000 ) ( 3,160,000 ) Total non-operating income and expenses ( 473,000 ) ( 1,451,000 ) ( 3,511,000 ) ( 3,160,000 ) INCOME FROM DISCONTINUED OPERATIONS 356,000 6,292,000 14,302,000 17,236,000 Impairment charges — ( 23,749,000 ) ( 16,629,000 ) ( 23,749,000 ) Gain on sales 125,500,000 — 125,500,000 1,047,000 TOTAL INCOME (LOSS) FROM DISCONTINUED OPERATIONS $ 125,856,000 $ ( 17,457,000 ) $ 123,173,000 $ ( 5,466,000 ) Net cash provided by operations from discontinued operations was $ 25.9 million and $ 34.1 million for the nine months ended September 30, 2022 and 2021, respectively. Net cash provided by (used in) investing activities from discontinued operations was $ 651.5 million and $( 14.3 ) million for the nine months ended September 30, 2022 and 2021, respectively. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 4. Fair Value Measurements The carrying amounts of cash and cash equivalents, restricted cash, rents and other receivables, certain other assets, accounts payable and accrued liabilities, and variable-rate debt approximate their fair value due to their terms and/or short-term nature. The fair value of the Company’s investments and liabilities related to deferred compensation were determined to be Level 1 within the valuation hierarchy, and were based on independent values provided by financial institutions. The fair value of the Company’s fixed rate mortgage loan was estimated using available market information and discounted cash flow analyses based on borrowing rates the Company believes it could obtain with a similar term and maturities. As of September 30, 2022, the Company’s fixed rate mortgage loan payable was paid off. As of December 31, 2021, the fair value of the Company’s fixed rate mortgage loan payable, which was determined to be Level 3 within the valuation hierarchy, was $ 159.0 million and the carrying value of such loan was $ 156.8 million. As of December 31, 2021, the aggregate fair values of the Company’s unsecured revolving credit facility and term loans approximated the carrying values. In addition, the fair values of the Company’s mortgage note receivable and finance lease obligation, which were determined to be Level 3 within the valuation hierarchy, approximated their carrying values as of December 31, 2021. The interest rate swaps were terminated as part of the Grocery-Anchored Portfolio Sale. The valuations of the liabilities for the Company’s interest rate swaps, which are measured on a recurring basis, were determined to be Level 2 within the valuation hierarchy, and were based on independent values provided by financial institutions. Such valuations were determined using widely accepted valuation techniques, including discounted cash flow analyses, on the expected cash flows of each derivative. The analyses reflect the contractual terms of the swaps, including the period to maturity, and user-observable market-based inputs, including interest rate curves (“significant other observable inputs”). The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs” such as estimates of current credit spreads to evaluate the likelihood of default. The Company has concluded that, as of December 31, 2021, the fair value associated with the “significant unobservable inputs” relating to the Company’s risk of non-performance was insignificant to the overall fair value of the interest rate swap agreements and, as a result, that the relevant inputs for purposes of calculating the fair value of the interest rate swap agreements, in their entirety, were based upon “significant other observable inputs”. Nonfinancial assets and liabilities measured at fair value in the condensed consolidated financial statements consist of real estate held for sale, which, if applicable, are measured on a nonrecurring basis, and have been determined to be (1) Level 2 within the valuation hierarchy, where applicable, based on the respective contracts of sale, adjusted for closing costs and expenses, or (2) Level 3 within the valuation hierarchy, where applicable, based on estimated sales prices, adjusted for closing costs and expenses, determined by discounted cash flow analyses, income capitalization analyses or a sales comparison approach if no contracts had been concluded. The discounted cash flow and income capitalization analyses include all estimated cash inflows and outflows over a specific holding period and, where applicable, any estimated debt premiums. These cash flows were composed of unobservable inputs which included forecasted rental revenues and expenses based upon existing in-place leases, market conditions and expectations for growth. Capitalization rates and discount rates utilized in these analyses were based upon observable rates that the Company believed to be within a reasonable range of current market rates for the respective properties. The sales comparison approach is utilized for certain land values and includes comparable sales that were completed in the selected market areas. The comparable sales utilized in these analyses were based upon observable per acre rates that the Company believes to be within a reasonable range of current market rates for the respective properties. As a result of the Grocery-Anchored Portfolio Sale, the Company has no interest rate swap and deferred compensation assets or liabilities as of September 30, 2022. The following table shows the hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2021: December 31, 2021 Description Level 1 Level 2 Level 3 Total Investments related to deferred compensation liabilities (a) $ 955,000 $ — $ — $ 955,000 Deferred compensation liabilities (b) $ 982,000 $ — $ — $ 982,000 Interest rate swaps liability (b) $ — $ 8,232,000 $ — $ 8,232,000 (a) Included in other assets and deferred charges, net, in the accompanying condensed consolidated balance sheets. (b) Included in accounts payable and accrued liabilities in the accompanying condensed consolidated balance sheets. |
Mortgage Loans Payable and Unse
Mortgage Loans Payable and Unsecured Credit Facility | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Mortgage Loans Payable and Unsecured Credit Facility | Note 5. Mortgage Loans Payable and Unsecured Credit Facility The fixed-rate mortgage and finance lease obligations were, respectively, assumed and paid off as part of the Grocery-Anchored Portfolio Sale. On August 22, 2022, the Company entered into a loan agreement with KeyBank National Association for $ 130 million (the "KeyBank Credit Agreement"). Debt obligations are composed of the following at September 30, 2022 and collateralized by the 19 property portfolio: September 30, 2022 Contractual Maturity Balance interest rates Description dates outstanding weighted-average Secured credit facility: Variable-rate: Term loan (a) Aug 2023 $ 130,000,000 5.1 % Unamortized issuance costs ( 3,404,000 ) $ 126,596,000 (a) The interest rate on this term loan consists of the term Secured Overnight Financing Rate plus 0.10 % plus an applicable margin of 2.5 % through February 2023 , at which time increases to 4.0 %. The Company has considered its short-term (one year or less) liquidity needs and the adequacy of its estimated cash flows from operating activities and other expected financing sources to meet these needs. In particular, the Company has considered its scheduled debt maturities for the twelve months ending September 30, 2023 of $ 130 million. See Note 12, Subsequent Events, for a discussion of the October 28, 2022 refinancing of a portion of the 19 property portfolio. Unsecured Revolving Credit Facility and Term Loans On August 30, 2021, the Company amended its then-existing $ 300 million unsecured credit facility and $ 50 million term loan. After the amendment, the unsecured revolving credit facility was $ 185 million with an expiration in August 2024. The unsecured revolving credit facility was able to be extended, at the Company’s option for two additional one-year periods, subject to customary conditions. Interest on the borrowings under the unsecured revolving credit facility component could range from LIBOR plus 135 bps to 195 bps ( 150 bps at June 30, 2022, prior to its pay off, as discussed below), based on the Company’s leverage ratio. The Company extended its $ 50 million term loan four years with an expiration in August 2026. Although the credit facility was unsecured, borrowing availability was based on unencumbered property adjusted net operating income for the trailing twelve months, as defined in the agreements. The unsecured revolving credit facility and term loans were paid off and terminated on July 11, 2022, in connection with the Grocery-Anchored Portfolio Sale. Mortgage Loans Payable On May 5, 2021, the Company closed a non-recourse mortgage for $ 114.0 million. The mortgage matures June 1, 2031 , bears interest at a fixed-rate of 3.49 % and requires payment of interest only for the first five years followed by payments of principal and interest based on thirty-year amortization for the remainder of the term. The loan is secured by five shopping centers consisting of Lawndale Plaza, The Shops at Suffolk Downs, Christina Crossing, Trexlertown Plaza, and The Point. These properties had no pre-existing debt and the proceeds from this loan were used to reduce amounts outstanding under the Company’s revolving credit facility. The mortgage loans payable were assumed by the Grocery-Anchored Purchasers, in connection with the Grocery-Anchored Portfolio Sale. Derivative Financial Instruments The interest rate swaps were terminated as part of the Grocery-Anchored Portfolio Sale for a $ 3.4 million benefit, which is included in interest income (expense) on the condensed consolidated statement of operations for the three and nine months ended September 30, 2022. T he fair values of the interest rate swaps applicable to the unsecured term loans discussed above are included in accounts payable and accrued liabilities on the condensed consolidated balance sheet at December 31, 2021. Charges and/or credits relating to the changes in the fair value of the interest rate swaps are made to accumulated other comprehensive loss, limited partners’ interest, or operations (included in interest expense), as applicable. Over time, the unrealized gains and losses recorded in accumulated other comprehensive loss will be reclassified into earnings as an increase or reduction to interest expense in the same periods in which the hedged interest payments affect earnings. The following is a summary of the derivative financial instruments held by the Company at December 31, 2021: December 31, 2021 Designation/ Fair Maturity Balance sheet Cash flow Derivative Count value dates location Qualifying Interest rate swaps 5 $ 8,232,000 2023 - 2025 Accounts payable and accrued liabilities The notional values of the interest rate swaps held by the Company at December 31, 2021 were $ 300.0 million. The following presents the effect of the Company’s derivative financial instruments on the condensed consolidated statements of operations and the condensed consolidated statements of equity for the three and nine months ended September 30, 2022 and 2021, respectively: (Loss) gain recognized in other comprehensive income (loss) (effective portion) Designation/ Three months ended September 30, Nine months ended September 30, Cash flow Derivative 2022 2021 2022 2021 Qualifying Interest rate swaps $ ( 3,131,000 ) $ 113,000 $ 6,001,000 $ 1,869,000 (Loss) recognized in other comprehensive income (loss) reclassified into earnings (effective portion) Three months ended September 30, Nine months ended September 30, Classification 2022 2021 2022 2021 Continuing Operations $ — $ ( 1,482,000 ) $ ( 2,320,000 ) $ ( 4,942,000 ) |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 6. Commitments and Contingencies The Company is the lessee under several ground lease agreements and its executive office lease agreement. The executive office lease agreement was terminated during the third quarter of 2022. As of September 30, 2022, the Company’s weighted average remaining lease term is approximate ly 49.0 years and the weighted average discount rate used to calculate the Company’s lease liability is approximately 8.6 %. Rent expense under the Company’s ground lease and executive office lease agreements was approximately $ 0.1 million and $ 0.2 million for the three months ended September 30, 2022 and 2021, respectively. Rent expense under the Company’s ground lease and executive office lease agreements was approximately $ 0.2 million and $ 0.4 million for the nine months ended September 30, 2022 and 2021, respectively. The Company is involved in various legal proceedings in the ordinary course of its business, including, but not limited to commercial disputes. The Company believes that such litigation, claims and administrative proceedings will not have a material adverse impact on its financial position or its results of operations. The Company records a liability when it considers the loss probable and the amount can be reasonably estimated. In addition, the below legal proceedings are in process: As described in Note 1, on March 2, 2022, the Company entered into definitive agreements for the Transactions, which provided for the sale of the Company and its assets in a series of related all-cash transactions. On April 5, 2022, a purported stockholder of the Company filed a complaint against the Company and the Board in the United States District Court for the Eastern District of New York, entitled Stein v. Cedar Realty Trust, Inc. et. al. , Civil Action No. 22-cv-1944. On April 6, 2022, another purported stockholder of the Company filed a complaint against the Company and the Board in the United States District Court for the Eastern District of New York, entitled Wang v. Cedar Realty Trust, Inc. et. al. , Civil Action No. 22-cv-1975. On April 18, 2022, another purported stockholder of the Company filed a complaint against the Company and the Board in the United States District Court for the Eastern District of New York, entitled Whitfield v. Cedar Realty Trust, Inc. et. al. , Civil Action No. 22-cv-02204. Also on April 18, 2022, a purported stockholder of the Company filed a complaint against the Company and the Board in the United States District Court for the Eastern District of Pennsylvania, entitled Waterman v. Cedar Realty Trust, Inc. et. al. , Civil Action No. 22-cv-01489. On April 22, 2022, a purported stockholder of the Company filed a complaint against the Company and the Board in the United States District Court for the Eastern District of New York, entitled Thornburgh v. Cedar Realty Trust, Inc. et. al. , Civil Action No. 22-cv-02304. In each action, the complaint alleged violations of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in connection with the proposed Transactions. The complaints generally allege that the preliminary proxy statement on Schedule 14A filed by the Company with the SEC on April 5, 2022 omitted material information regarding financial projections, the financial analysis conducted by JLL Securities in connection with its fairness opinion, conflicts of interest on behalf of JLL Securities and BofA Securities, and the terms of BofA Securities’ engagement. The complaints sought, among other things, an injunction preventing the consummation of the Transactions, or, in the event the Transactions are consummated, damages resulting from defendants’ alleged violations of the Exchange Act. The lawsuits were each voluntarily dismissed in July, August or September 2022. On April 8, 2022, several purported holders of the Company’s outstanding preferred stock filed a putative class action complaint against the Company, the Board, and Wheeler in Montgomery County Circuit Court, Maryland entitled Sydney, et al. v. Cedar Realty Trust, Inc., et al. , (Case No. C-15-CV-22-001527). The original complaint alleged on behalf of a putative class of holders of the Company’s preferred stock, among other things, against the Company and the Board, claims for breach of contract with respect to the articles supplementary governing the terms of the Company’s preferred stock, breach of fiduciary duty, and tortious interference and aiding and abetting breach of fiduciary duty against Wheeler. The original complaint sought, among other things, a declaration that holders of the Company’s preferred stock are entitled to a liquidation preference as set forth in the articles supplementary governing the terms of the Company’s preferred stock, compensatory damages, and an injunction enjoining the merger with Wheeler, and an injunction enjoining the distribution to the Company’s common shareholders of the proceeds of any of the Transactions pending a determination of the merits of plaintiffs’ claims. On May 6, 2022, plaintiffs in the Sydney action filed an amended complaint. The amended complaint alleged on behalf of a putative class of holders of the Company’s preferred stock, among other things, against the Company and the Board, claims for breach of contract with respect to the articles supplementary governing the terms of the Company’s preferred stock and breach of fiduciary duty, and, against Wheeler, tortious interference and aiding and abetting breach of fiduciary duty. The Sydney amended complaint sought, among other things, (i) a declaration that holders of the Company’s preferred stock are entitled to exercise either their liquidation rights or conversion rights as set forth in the articles supplementary, (ii) compensatory damages, (iii) an injunction enjoining the distribution to the Company’s common shareholders of the proceeds of the Grocery-Anchored Portfolio Sale, and (iv) an injunction enjoining the merger with Wheeler. On May 6, 2022, the plaintiffs in Sydney filed a motion for a preliminary injunction to temporarily enjoin, until the final resolution of the litigation (i) the distribution of the gross proceeds from the Grocery-Anchored Portfolio Sale to the common stockholders, (ii) the closing of the merger with Wheeler, and (iii) the imposition of a constructive trust over the gross proceeds from both the Grocery Anchored Portfolio Sale and the merger with Wheeler. Also on May, 6, 2022, a purported holder of the Company’s outstanding preferred stock filed a putative class action complaint against the Company and the Board in the United States District Court for the District of Maryland, entitled Kim v. Cedar Realty Trust, Inc., et al. , Civil Action No. 22-cv-01103. The original complaint alleged on behalf of a putative class of holders of the Company’s preferred stock, among other things, claims for declaratory and injunctive relief with respect to the articles supplementary governing the terms of the Company’s preferred stock and breach of fiduciary duty. On May 11, 2022, the Company, the Board of Directors of the Company and Wheeler removed the Sydney action to the United States District Court for the District of Maryland, Case No. 8:22-cv-01142-GLR. On May 16, 2022, the court ordered that a hearing on the Sydney plaintiffs’ motion for preliminary injunction will be held on June 22, 2022. On June 2, 2022, the plaintiffs in Kim filed a motion for a preliminary injunction (i) to require that the Company provide preferred shareholders with a vote to approve the Grocery-Anchored Portfolio Sale and the Merger, and (ii) requiring Cedar disclose to preferred shareholders that the Grocery-Anchored Portfolio Sale and Merger entitled the preferred stockholders to exercise their change of control conversion right. The court agreed to consolidate the Kim plaintiffs’ motion for preliminary injunction with the Sydney plaintiffs’ motion for preliminary injunction, and to hear arguments on both motions at the hearing on June 22, 2022. On June 23, 2022, following a hearing on both the Sydney and Kim motions for preliminary injunction, the court issued an order denying both motions for preliminary injunction, holding that the plaintiffs in both cases were unlikely to succeed on the merits of any of their contractual or fiduciary duty claims, and that plaintiffs had not established that they would suffer irreparable harm if the injunction was denied. By order dated July 11, 2022, the Court consolidated the Sydney and Kim cases and set an August 24, 2022 deadline for the plaintiffs in both cases to file a consolidated amended complaint. Plaintiffs filed their amended complaint on August 24, 2022, and, on October 7, 2022, defendants moved to dismiss the amended complaint. At this juncture, the outcome of the litigation is uncertain. On July 11, 2022, a purported holder of the Company's outstanding preferred stock filed a complaint against the Company and the Board in the United States District Court for the Eastern District of New York, entitled High Income Securities Fund v. Cedar Realty Trust, Inc., et al. , No. 2:22-cv-4031. The complaint alleged that the defendants violated Section 10(b) of the Exchange Act and SEC Rule 10b-5 promulgated thereunder by making false and misleading statements and omissions, and that the Board are control persons under Section 20(a) of the Exchange Act. On August 12, 2022, defendants requested permission to file a motion to dismiss, and plaintiff responded to defendant’s request on September 7, 2022. The court granted Defendants’ request to file a motion to dismiss on October 25, 2022. Defendants' motion to dismiss is due on December 23, 2022. At this juncture, the outcome of the litigation is uncertain. On October 14, 2022, a purported holder of the Company's outstanding preferred stock filed a putative class action against the Company, the Board, and Wheeler in Nassau County Supreme Court entitled Krasner v. Cedar Realty Trust, Inc., et al. , (Case No. 613985/2022). The complaint alleges on behalf of a putative class of holders of the Company's preferred stock, among other things, against the Company and the Board, claims for breach of contract with respect to the articles supplementary governing the terms of the Company's preferred stock, breach of fiduciary duty, and tortious interference and aiding and abetting breach of fiduciary duty against Wheeler. The complaint seeks, among other things, an award of monetary damages, attorneys' fees, and expert fees. Defendants' deadline to answer, move to dismiss, or otherwise respond to the complaint is November 18, 2022. At this juncture, the outcome of the litigation is uncertain. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2022 | |
Stockholders Equity Note [Abstract] | |
Shareholders' Equity | Note 7. Shareholders’ Equity Preferred Stock The Company is authorized to issue up to 12,500,000 shares of preferred stock. The following tables summarize details about the Company’s preferred stock: Series B Series C Preferred Stock Preferred Stock Par value $ 0.01 $ 0.01 Liquidation value $ 25.00 $ 25.00 September 30, 2022 December 31, 2021 Series B Series C Series B Series C Preferred Stock Preferred Stock Preferred Stock Preferred Stock Shares authorized 1,450,000 6,450,000 1,450,000 6,450,000 Shares issued and outstanding 1,450,000 5,000,000 1,450,000 5,000,000 Balance $ 34,767,000 $ 124,774,000 $ 34,767,000 $ 124,774,000 Dividends The following table provides a summary of dividends declared and paid per share: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Common stock $ 19.520 $ 0.066 $ 19.586 $ 0.198 Common stock - merger consideration $ 9.480 $ — $ 9.480 $ — 7.25 % Series B Preferred Stock $ 0.453 $ 0.453 $ 1.359 $ 1.359 6.50 % Series C Preferred Stock $ 0.406 $ 0.406 $ 1.219 $ 1.219 On August 9, 2022, the Company's Board of Directors declared a special dividend on shares of the Company's outstanding common stock of $ 19.52 per share, payable to holders of record of the Company’s common stock at the close of business on August 19, 2022. On August 26, 2022, the Company paid merger consideration of $ 9.48 per share on shares of the Company’s outstanding common stock. On Octobe r 17, 2022, the Company’s Board of Directors declared dividends of $ 0.453125 and $ 0.406250 per share with respect to the Company’s Series B Preferred Stock and Series C Preferred Stock, respectively. The distributions are payable on November 21, 2022 to shareholders of record of the Series B Preferred Stock and Series C Preferred Stock, as applicable, on November 10, 2 022. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2022 | |
Revenues [Abstract] | |
Revenues | Note 8. Revenues Rental revenues for the three and nine months ended September 30, 2022 and 2021, respectively, comprise the following: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Base rents $ 5,593,000 $ 6,238,000 $ 17,390,000 $ 21,731,000 Expense recoveries 1,624,000 1,930,000 5,767,000 7,023,000 Percentage rent 71,000 103,000 340,000 467,000 Straight-line rents 318,000 ( 25,000 ) 231,000 146,000 Amortization of intangible lease liabilities, net 90,000 163,000 411,000 487,000 Total rents $ 7,696,000 $ 8,409,000 $ 24,139,000 $ 29,854,000 The Company reviews the collectability of charges under its tenant operating leases on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area where the property is located. In the event that collectability with respect to any tenant changes the Company recognizes an adjustment to rental income. The Company’s review of collectability of charges under its operating leases includes any accrued rental revenues related to the straight-line method of reporting rental revenue. The Company identified various tenants where collection was no longer considered probab le. The determination to record revenue on a cash basis and write off any outstanding straight-line receivable from these various tenants reduced net income $ 0.0 million and $ 0.0 million for the three and nine months ended September 30, 2022, respectively. In addition, during the three and nine months ended September 30, 2022, respectively, $ 0.2 million and $ 1.0 million of billed charges, consisting of rent and tenant reimbursements, were unpaid, and based on the Company’s determination to record revenue on a cash basis for these tenants, these amounts were not recorded as revenue for the three and nine months ended September 30, 2022. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share Based Compensation [Abstract] | |
Share-Based Compensation | N ote 9. Share-Based Compensation The following tables set forth certain share-based compensation information for the three and nine months ended September 30, 2022 and 2021, respectively: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Expense relating to share/unit grants $ 785,000 $ 629,000 $ 1,662,000 $ 2,650,000 Amounts capitalized — ( 46,000 ) ( 54,000 ) ( 141,000 ) Total charged to operations $ 785,000 $ 583,000 $ 1,608,000 $ 2,509,000 Weighted average Shares grant date value Unvested shares/units, December 31, 2021 492,000 $ 23.47 Restricted share grants 7,000 26.31 Vested during period ( 417,000 ) 28.63 Forfeitures/cancellations/retirements ( 82,000 ) 28.29 Unvested shares/units, September 30, 2022 — Then-President and CEO Employment Contract On June 15, 2018, the Company’s then-President and CEO was granted a market performance-based equity award of 227,272 restricted stock units (“RSUs”) and 227,272 dividend equivalent rights (“DERs”) of the Company. Each RSU represents a contingent right to receive one share of common stock if certain market performance criteria are achieved. Each DER accrues and will be deemed to be reinvested into the Company’s common stock for which payment will only be made for the portion of the market performance-based equity award that are earned and vest. During the three years ending June 15, 2021 (the “Interim Performance Period”), a maximum of 113,636 shares were earned. Any portion of the market performance-based equity award that was not earned as of the end of the Interim Performance Period will be carried forward for calculation for the five years ending June 15, 2023 (the “Full Performance Period”). The percentage of the market performance-based equity award to be earned will be determined based on the Company’s annual return on an investment in the Company’s common stock (“TSR”) over the Interim Performance Period and/or over the Full Performance Period as follows: if average annual TSR (1) is below 4%, the percentage of grant earned would be 0%, (2) equals 4%, the percentage of grant earned would be 33.3%, (3) equals 6.5%, the percentage of grant earned would be 66.7%, and (4) equals 10% or above, the percentage of grant earned would be 100%. Linear interpolation shall be applied to determine the percentage of the market performance-based equity award that is earned where the average annual TSR over the performance period falls between the percentages set forth above. Based on market performance for the Interim Performance Period, it was determined the Company’s then-President and CEO earned 113,636 shares. Accordingly, on July 20, 2021, the Company issued 113,636 common shares to the then-President and CEO and paid him $ 0.3 million for the related DERs. On August 22, 2022, due to a change in control of the Company in connection with the Transactions, the RSUs fully vested. On August 26, 2022, the Company's then-President and CEO received an aggregate cash payment of $ 3.3 million, representing the aggregate per share merger consideration and per share special dividend amount attributable to the vested RSUs, along with $ 0.5 million for the related DERs. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 10. Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing net income (loss) attributable to the Company’s common shareholders by the weighted average number of common shares outstanding for the period including participating securities (restricted shares that have non-forfeitable rights to receive dividends issued pursuant to the Company’s share-based compensation program are considered participating securities). Unvested restricted shares that are participating securities are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the common shareholders. For the three and nine months ended September 30, 2022, the Company had 0.1 million and 0.3 million, respectively, of weighted average unvested restricted shares outstanding that were participating securities. For the three and nine months ended September 30, 2021, the Company had 0.4 million of weighted average unvested restricted shares outstanding that were participating securities. The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and nine months ended September 30, 2022 and 2021: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Numerator Net loss from continuing operations $ ( 36,219,000 ) $ ( 63,426,000 ) $ ( 77,374,000 ) $ ( 22,700,000 ) Preferred stock dividends ( 2,688,000 ) ( 2,688,000 ) ( 8,064,000 ) ( 8,064,000 ) Net loss (income) attributable to noncontrolling interests 147,000 264,000 299,000 ( 215,000 ) Net earnings (loss) allocated to unvested shares 17,000 ( 29,000 ) 58,000 ( 92,000 ) Loss from continuing operations, net of noncontrolling interest, attributable to vested common shares ( 38,743,000 ) ( 65,879,000 ) ( 85,081,000 ) ( 31,071,000 ) Income (loss) from discontinued operations, net of noncontrolling interests, attributable to vested common shares 125,381,000 ( 17,354,000 ) 122,742,000 ( 5,434,000 ) Net income (loss) attributable to vested common shares $ 86,638,000 $ ( 83,233,000 ) $ 37,661,000 $ ( 36,505,000 ) Denominator Weighted average number of vested common shares outstanding, basic and diluted 13,494,000 13,252,000 13,357,000 13,191,000 Net income (loss) per common share attributable to common shareholders (basic and diluted): Continuing operations $ ( 2.87 ) $ ( 4.97 ) $ ( 6.37 ) $ ( 2.36 ) Discontinued operations 9.29 ( 1.31 ) 9.19 ( 0.41 ) $ 6.42 $ ( 6.28 ) $ 2.82 $ ( 2.77 ) Fully-diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into shares of common stock. For the three and nine months ended September 30, 2022 and for the three and nine months ended September 30, 2021, no restricted stock units (“RSU’s”) would have been issuable under the Company’s then-President and CEO market performance-based equity award had the measurement period ended on September 30, 2022, and September 30, 2021, respectively, and therefore this market performance-based equity award had no impact in calculation diluted EPS. Net loss (income) attributable to noncontrolling interests of the Operating Partnership has been excluded from the numerator and the related Operating Partnership Units ("OP Units") have been excluded from the denominator for the purpose of calculating diluted EPS as there would have been no dilutive effect had such amounts been include d. The weighted average number of OP Units outstanding were 30,000 and 59,000 for the three and nine months ended September 30, 2022, respectively, and 81,000 for the three and nine months ended September 30, 2021. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11. Related Party Transactions With the completion of the Company's merger with Wheeler, the Company became a wholly-owned subsidiary of Wheeler. Wheeler performs property management and leasing services for the Company. During the three and nine months ended September 30, 2022, the Company paid Wheeler $ 0.1 million for these services. The related party amounts due to Wheeler for the three and nine months ended September 30, 2022 were $ 7.4 million, which consists primarily of financing costs, real estate taxes and costs paid on the Company's behalf at the closing of the KeyBank Credit Agreement. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 12. Subsequent Events On October 28, 2022, the Company entered into a term loan agreement with Guggenheim Real Estate, LLC for $ 110 million at a fixed rate of 5.25 % with interest-only payments due monthly (“Guggenheim Loan Agreement”). Commencing on December 10, 2027, until the maturity date of November 10, 2032 , monthly principal and interest payments will be made based on a 30-year amortization schedule calculated based on the principal amount as of that time. The Guggenheim Loan Agreement includes certain financial covenants. The Guggenheim Loan Agreement proceeds were used to refinance a portion of the Company’s 19 property portfolio, which as of September 30, 2022, collateralized the KeyBank Credit Agreement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation/Basis of Preparation | Principles of Consolidation/Basis of Preparation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statement disclosures. In the opinion of management, all adjustments necessary for fair presentation (including normal recurring accruals) have been included. The financial statements are prepared on the accrual basis in accordance with GAAP, which requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. Actual results could differ from these estimates. The unaudited condensed consolidated financial statements in this Form 10-Q should be read in conjunction with the audited consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. The unaudited condensed consolidated financial statements include the accounts and operations of the Company, the Operating Partnership, its subsidiaries, and certain joint venture partnerships in which it participates. The Company consolidates all variable interest entities for which it is the primary beneficiary. Certain prior year amounts in the condensed consolidated financial statements and notes thereto have been reclassified to conform to current year presentation. |
Supplemental Condensed Consolidated Statements of Cash Flows Information | Supplemental Condensed Consolidated Statements of Cash Flows Information Nine months ended September 30, 2022 2021 Supplemental disclosure of cash activities: Cash paid for interest $ 12,273,000 $ 15,467,000 Supplemental disclosure of non-cash activities: Capitalization of interest and financing costs 1,035,000 2,449,000 Buildings and improvements included in accounts payable and accrued liabilities ( 4,885,000 ) ( 654,000 ) Payoff of mortgages through mortgage assumptions 157,925,000 — |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements Accounting standards that have been issued or proposed by the Financial Accounting Standards Board or other standard-setting bodies are not currently applicable to the Company or are not expected to have a significant impact on the Company’s financial position, results of operations and cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Supplemental Condensed Consolidated Statements of Cash Flows Information | Supplemental Condensed Consolidated Statements of Cash Flows Information Nine months ended September 30, 2022 2021 Supplemental disclosure of cash activities: Cash paid for interest $ 12,273,000 $ 15,467,000 Supplemental disclosure of non-cash activities: Capitalization of interest and financing costs 1,035,000 2,449,000 Buildings and improvements included in accounts payable and accrued liabilities ( 4,885,000 ) ( 654,000 ) Payoff of mortgages through mortgage assumptions 157,925,000 — |
Real Estate (Tables)
Real Estate (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Real Estate [Abstract] | |
Schedule of Property Disposition not Including Grocery-Anchored Portfolio Sale | The following table shows the property disposition, not including the Grocery-Anchored Portfolio Sale, during the nine months ended September 30, 2022: Date Sales Disposition Location GLA Sold Price Impairment Riverview Plaza Philadelphia, PA 108,902 5/16/2022 $ 34,000,000 $ ( 361,000 ) |
Summary of Income from Discontinued Operations | The following is a summary of income from discontinued operations: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 REVENUES Rental revenues $ 1,396,000 $ 21,985,000 $ 45,391,000 $ 65,757,000 Other 26,000 81,000 184,000 302,000 Total revenues 1,422,000 22,066,000 45,575,000 66,059,000 EXPENSES Operating, maintenance and management 377,000 4,310,000 10,818,000 14,227,000 Real estate and other property-related taxes 216,000 3,277,000 6,750,000 9,768,000 General and administrative — 265,000 468,000 165,000 Depreciation and amortization — 6,471,000 9,726,000 21,503,000 Total expenses 593,000 14,323,000 27,762,000 45,663,000 OPERATING INCOME 829,000 7,743,000 17,813,000 20,396,000 NON-OPERATING INCOME AND EXPENSES Interest expense ( 473,000 ) ( 1,451,000 ) ( 3,511,000 ) ( 3,160,000 ) Total non-operating income and expenses ( 473,000 ) ( 1,451,000 ) ( 3,511,000 ) ( 3,160,000 ) INCOME FROM DISCONTINUED OPERATIONS 356,000 6,292,000 14,302,000 17,236,000 Impairment charges — ( 23,749,000 ) ( 16,629,000 ) ( 23,749,000 ) Gain on sales 125,500,000 — 125,500,000 1,047,000 TOTAL INCOME (LOSS) FROM DISCONTINUED OPERATIONS $ 125,856,000 $ ( 17,457,000 ) $ 123,173,000 $ ( 5,466,000 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at a Fair Value on Recurring Basis | As a result of the Grocery-Anchored Portfolio Sale, the Company has no interest rate swap and deferred compensation assets or liabilities as of September 30, 2022. The following table shows the hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2021: December 31, 2021 Description Level 1 Level 2 Level 3 Total Investments related to deferred compensation liabilities (a) $ 955,000 $ — $ — $ 955,000 Deferred compensation liabilities (b) $ 982,000 $ — $ — $ 982,000 Interest rate swaps liability (b) $ — $ 8,232,000 $ — $ 8,232,000 (a) Included in other assets and deferred charges, net, in the accompanying condensed consolidated balance sheets. (b) Included in accounts payable and accrued liabilities in the accompanying condensed consolidated balance sheets. |
Mortgage Loans Payable and Un_2
Mortgage Loans Payable and Unsecured Credit Facility (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Obligations | Debt obligations are composed of the following at September 30, 2022 and collateralized by the 19 property portfolio: September 30, 2022 Contractual Maturity Balance interest rates Description dates outstanding weighted-average Secured credit facility: Variable-rate: Term loan (a) Aug 2023 $ 130,000,000 5.1 % Unamortized issuance costs ( 3,404,000 ) $ 126,596,000 (a) The interest rate on this term loan consists of the term Secured Overnight Financing Rate plus 0.10 % plus an applicable margin of 2.5 % through February 2023 , at which time increases to 4.0 %. |
Summary of Derivative Financial Instruments Held | The following is a summary of the derivative financial instruments held by the Company at December 31, 2021: December 31, 2021 Designation/ Fair Maturity Balance sheet Cash flow Derivative Count value dates location Qualifying Interest rate swaps 5 $ 8,232,000 2023 - 2025 Accounts payable and accrued liabilities |
Effect of Derivative Financial Instruments on Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Equity | The following presents the effect of the Company’s derivative financial instruments on the condensed consolidated statements of operations and the condensed consolidated statements of equity for the three and nine months ended September 30, 2022 and 2021, respectively: (Loss) gain recognized in other comprehensive income (loss) (effective portion) Designation/ Three months ended September 30, Nine months ended September 30, Cash flow Derivative 2022 2021 2022 2021 Qualifying Interest rate swaps $ ( 3,131,000 ) $ 113,000 $ 6,001,000 $ 1,869,000 (Loss) recognized in other comprehensive income (loss) reclassified into earnings (effective portion) Three months ended September 30, Nine months ended September 30, Classification 2022 2021 2022 2021 Continuing Operations $ — $ ( 1,482,000 ) $ ( 2,320,000 ) $ ( 4,942,000 ) |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Schedule of Dividends | The following table provides a summary of dividends declared and paid per share: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Common stock $ 19.520 $ 0.066 $ 19.586 $ 0.198 Common stock - merger consideration $ 9.480 $ — $ 9.480 $ — 7.25 % Series B Preferred Stock $ 0.453 $ 0.453 $ 1.359 $ 1.359 6.50 % Series C Preferred Stock $ 0.406 $ 0.406 $ 1.219 $ 1.219 |
Preferred Stock [Member] | |
Summary of Preferred Stock | The Company is authorized to issue up to 12,500,000 shares of preferred stock. The following tables summarize details about the Company’s preferred stock: Series B Series C Preferred Stock Preferred Stock Par value $ 0.01 $ 0.01 Liquidation value $ 25.00 $ 25.00 September 30, 2022 December 31, 2021 Series B Series C Series B Series C Preferred Stock Preferred Stock Preferred Stock Preferred Stock Shares authorized 1,450,000 6,450,000 1,450,000 6,450,000 Shares issued and outstanding 1,450,000 5,000,000 1,450,000 5,000,000 Balance $ 34,767,000 $ 124,774,000 $ 34,767,000 $ 124,774,000 |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenues [Abstract] | |
Schedule of Rental Revenues | Rental revenues for the three and nine months ended September 30, 2022 and 2021, respectively, comprise the following: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Base rents $ 5,593,000 $ 6,238,000 $ 17,390,000 $ 21,731,000 Expense recoveries 1,624,000 1,930,000 5,767,000 7,023,000 Percentage rent 71,000 103,000 340,000 467,000 Straight-line rents 318,000 ( 25,000 ) 231,000 146,000 Amortization of intangible lease liabilities, net 90,000 163,000 411,000 487,000 Total rents $ 7,696,000 $ 8,409,000 $ 24,139,000 $ 29,854,000 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share Based Compensation [Abstract] | |
Schedule of Share-Based Compensation Information | The following tables set forth certain share-based compensation information for the three and nine months ended September 30, 2022 and 2021, respectively: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Expense relating to share/unit grants $ 785,000 $ 629,000 $ 1,662,000 $ 2,650,000 Amounts capitalized — ( 46,000 ) ( 54,000 ) ( 141,000 ) Total charged to operations $ 785,000 $ 583,000 $ 1,608,000 $ 2,509,000 Weighted average Shares grant date value Unvested shares/units, December 31, 2021 492,000 $ 23.47 Restricted share grants 7,000 26.31 Vested during period ( 417,000 ) 28.63 Forfeitures/cancellations/retirements ( 82,000 ) 28.29 Unvested shares/units, September 30, 2022 — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and nine months ended September 30, 2022 and 2021: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Numerator Net loss from continuing operations $ ( 36,219,000 ) $ ( 63,426,000 ) $ ( 77,374,000 ) $ ( 22,700,000 ) Preferred stock dividends ( 2,688,000 ) ( 2,688,000 ) ( 8,064,000 ) ( 8,064,000 ) Net loss (income) attributable to noncontrolling interests 147,000 264,000 299,000 ( 215,000 ) Net earnings (loss) allocated to unvested shares 17,000 ( 29,000 ) 58,000 ( 92,000 ) Loss from continuing operations, net of noncontrolling interest, attributable to vested common shares ( 38,743,000 ) ( 65,879,000 ) ( 85,081,000 ) ( 31,071,000 ) Income (loss) from discontinued operations, net of noncontrolling interests, attributable to vested common shares 125,381,000 ( 17,354,000 ) 122,742,000 ( 5,434,000 ) Net income (loss) attributable to vested common shares $ 86,638,000 $ ( 83,233,000 ) $ 37,661,000 $ ( 36,505,000 ) Denominator Weighted average number of vested common shares outstanding, basic and diluted 13,494,000 13,252,000 13,357,000 13,191,000 Net income (loss) per common share attributable to common shareholders (basic and diluted): Continuing operations $ ( 2.87 ) $ ( 4.97 ) $ ( 6.37 ) $ ( 2.36 ) Discontinued operations 9.29 ( 1.31 ) 9.19 ( 0.41 ) $ 6.42 $ ( 6.28 ) $ 2.82 $ ( 2.77 ) |
Business and Organization (Deta
Business and Organization (Details) | 3 Months Ended | 9 Months Ended | |||
Jul. 07, 2022 USD ($) | Sep. 30, 2022 USD ($) Property | Sep. 30, 2022 USD ($) Property $ / shares | Aug. 22, 2022 $ / shares | Mar. 02, 2022 Property | |
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||
Number of properties | Property | 19 | 19 | |||
Cash payments per share | $ / shares | $ 9.48 | ||||
Common stock dividends per share declared | $ / shares | $ 19.52 | ||||
Transaction costs | $ 23,971,000 | $ 58,163,000 | |||
Discontinued Operations [Member] | |||||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||
Proceeds from sale of grocery-anchored shopping centers | $ 879,000,000 | ||||
Transaction costs | 58,200,000 | ||||
Employee severance costs | $ 33,500,000 | ||||
Series B Preferred Stock [Member] | |||||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||
Preferred stock outstanding percentage | 7.25% | ||||
Series C Preferred Stock [Member] | |||||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||
Preferred stock outstanding percentage | 6.50% | ||||
Asset Purchase Agreement [Member] | |||||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||
Number of properties | Property | 33 | ||||
Cedar Realty Trust Partnership L.P [Member] | |||||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||
Company's interest in Operating Partnership | 100% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Supplemental Condensed Consolidated Statements of Cash Flows Information) (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental disclosure of cash activities: | ||
Cash paid for interest | $ 12,273,000 | $ 15,467,000 |
Supplemental disclosure of non-cash activities: | ||
Capitalization of interest and financing costs | 1,035,000 | 2,449,000 |
Buildings and improvements included in accounts payable and accrued liabilities | 4,885,000 | $ 654,000 |
Payoff of mortgages through mortgage assumptions | $ 157,925,000 |
Real Estate (Narrative) (Detail
Real Estate (Narrative) (Details) | 9 Months Ended | 14 Months Ended | ||||
Jul. 07, 2022 USD ($) | Jun. 28, 2022 USD ($) | May 05, 2021 USD ($) ft² | Sep. 30, 2022 USD ($) Property | Sep. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | |
Real Estate Properties [Line Items] | ||||||
Contributed capital to joint venture | $ 155,000 | $ 3,193,000 | $ 4,800,000 | |||
Number of properties | Property | 19 | |||||
Impairment charges | $ 25,979,000 | 80,887,000 | ||||
Net cash provided by operations from discontinued operations | 25,900,000 | 34,100,000 | ||||
Net cash provided by (used in) investing activities from discontinued operations | 651,500,000 | $ (14,300,000) | ||||
Discontinued Operations [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Gross proceeds from sale of real estate | $ 879,000,000 | |||||
Crossroads [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Minority ownership percentage | 40% | |||||
Purchase price | $ 1,000,000 | |||||
Investment in Unconsolidated Joint Venture [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Area of commercial building | ft² | 258,000 | |||||
Area of commercial space leased percentage | 100% | |||||
Term of lease | 20 years 10 months | |||||
Development cost sold to Joint Venture | $ 8,000,000 | |||||
Impairment charges | $ 9,400,000 | |||||
Investment in Unconsolidated Joint Venture [Member] | Office Space [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Area of commercial building | ft² | 240,000 | |||||
Investment in Unconsolidated Joint Venture [Member] | Street-Level Retail [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Area of commercial building | ft² | 18,000 | |||||
Grocery-Anchored Shopping Center [Member] | Discontinued Operations [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties | Property | 33 |
Real Estate (Schedule of Proper
Real Estate (Schedule of Property Disposition not Including Grocery-Anchored Portfolio Sale) (Details) - Riverview Plaza [Member] - Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | 9 Months Ended |
Sep. 30, 2022 USD ($) ft² | |
Real Estate Properties [Line Items] | |
Location | Philadelphia, PA |
GLA | ft² | 108,902 |
Date Sold | May 16, 2022 |
Sales Price | $ 34,000,000 |
Impairment | $ (361,000) |
Real Estate (Summary of Income
Real Estate (Summary of Income from Discontinued Operations) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
REVENUES | ||||
Rental revenues | $ 1,396,000 | $ 21,985,000 | $ 45,391,000 | $ 65,757,000 |
Other | 26,000 | 81,000 | 184,000 | 302,000 |
Total revenues | 1,422,000 | 22,066,000 | 45,575,000 | 66,059,000 |
EXPENSES | ||||
Operating, maintenance and management | 377,000 | 4,310,000 | 10,818,000 | 14,227,000 |
Real estate and other property-related taxes | 216,000 | 3,277,000 | 6,750,000 | 9,768,000 |
General and administrative | 265,000 | 468,000 | 165,000 | |
Depreciation and amortization | 6,471,000 | 9,726,000 | 21,503,000 | |
Total expenses | 593,000 | 14,323,000 | 27,762,000 | 45,663,000 |
OPERATING INCOME | 829,000 | 7,743,000 | 17,813,000 | 20,396,000 |
NON-OPERATING INCOME AND EXPENSES | ||||
Interest expense | (473,000) | (1,451,000) | (3,511,000) | (3,160,000) |
Total non-operating income and expenses | (473,000) | (1,451,000) | (3,511,000) | (3,160,000) |
INCOME FROM DISCONTINUED OPERATIONS | 356,000 | 6,292,000 | 14,302,000 | 17,236,000 |
Impairment charges | (23,749,000) | (16,629,000) | (23,749,000) | |
Gain on sales | 125,500,000 | 125,500,000 | 1,047,000 | |
Total income (loss) from discontinued operations | $ 125,856,000 | $ (17,457,000) | $ 123,173,000 | $ (5,466,000) |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value Disclosures [Abstract] | ||
Fair value of fixed rate mortgage loans payable | $ 159,000,000 | |
Carrying value of fixed rate mortgage payable | $ 156,800,000 | |
Interest rate swaps assets | $ 0 | |
Interest rate swaps liability | 0 | |
Deferred compensation assets | 0 | |
Deferred compensation liabilities | $ 0 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Assets and Liabilities Measured at a Fair Value on Recurring Basis) (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate swaps assets | $ 0 | |
Deferred compensation liabilities | 0 | |
Interest rate swaps liability | $ 0 | |
Recurring Basis [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Investments related to deferred compensation liabilities | $ 955,000 | |
Deferred compensation liabilities | 982,000 | |
Interest rate swaps liability | 8,232,000 | |
Recurring Basis [Member] | Level 1 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Investments related to deferred compensation liabilities | 955,000 | |
Deferred compensation liabilities | 982,000 | |
Recurring Basis [Member] | Level 2 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest rate swaps liability | $ 8,232,000 |
Mortgage Loans Payable and Un_3
Mortgage Loans Payable and Unsecured Credit Facility (Schedule of Debt Obligations) (Details) | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Debt Instrument [Line Items] | |
Unamortized issuance costs | $ (3,404,000) |
Total debt | 126,596,000 |
Continuing Operations [Member] | |
Debt Instrument [Line Items] | |
Total debt | $ 126,596,000 |
Continuing Operations [Member] | Variable Rate Mortgage [Member] | Term Loan [Member] | Secured Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Maturity date | Aug. 31, 2023 |
Credit facilities | $ 130,000,000 |
Weighted average contractual interest rate | 5.10% |
Mortgage Loans Payable and Un_4
Mortgage Loans Payable and Unsecured Credit Facility (Schedule of Debt Obligations) (Parenthetical) (Details) | 6 Months Ended | 9 Months Ended |
Jun. 30, 2022 | Sep. 30, 2022 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Basis spread on borrowings variable rate | 1.50% | |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate description | Secured Overnight Financing Rate plus 0.10% plus an applicable margin of 2.5% through February 2023 | |
Applicable margin | 2.50% | |
Increase in applicable margin | 4% | |
Interest rate description | The interest rate on this term loan consists of the term Secured Overnight Financing Rate plus 0.10% plus an applicable margin of 2.5% through February 2023, at which time increases to 4.0%. | |
Term Loan [Member] | Secured Overnight Financing Rate [Member] | ||
Debt Instrument [Line Items] | ||
Basis spread on borrowings variable rate | 0.10% |
Mortgage Loans Payable and Un_5
Mortgage Loans Payable and Unsecured Credit Facility (Narrative) (Details) | 6 Months Ended | 9 Months Ended | ||||
Aug. 30, 2021 USD ($) Term | May 05, 2021 USD ($) | Jun. 30, 2022 | Sep. 30, 2022 USD ($) PropertyPortfolio | Aug. 22, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Line Of Credit Facility [Line Items] | ||||||
Amount of debt maturities | $ 130,000,000 | |||||
Interest rate swaps assets | 0 | |||||
Interest rate swaps liability | $ 0 | |||||
Number of property portfolio | PropertyPortfolio | 19 | |||||
Interest Rate Swap [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Derivative, notional amount | $ 300,000,000 | |||||
Interest Rate Swap [Member] | Discontinued Operations [Member] | Interest Income (Expense) [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate swaps termination benefit | $ 3,400,000 | |||||
Non-recourse Mortgage [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Maturity date | Jun. 01, 2031 | |||||
Interest at fixed-rate | 3.49% | |||||
Non-recourse Mortgage [Member] | Nonrecourse | ||||||
Line Of Credit Facility [Line Items] | ||||||
Non-recourse mortgage amount | $ 114,000,000 | |||||
KeyBank Credit Agreement [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Term loan amount | $ 130,000,000 | |||||
Unsecured Credit Facility [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility borrowing capacity | $ 300,000,000 | |||||
Revolving Credit Facility [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Basis spread on borrowings variable rate | 1.50% | |||||
Revolving Credit Facility [Member] | Minimum [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Basis spread on borrowings variable rate | 1.35% | |||||
Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Basis spread on borrowings variable rate | 1.95% | |||||
Revolving Credit Facility [Member] | Unsecured Credit Facility [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility borrowing capacity | $ 185,000,000 | |||||
Line of credit facility extension allowed term | Term | 2 | |||||
Term loan facility [Member] | Unsecured Credit Facility [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility borrowing capacity | $ 50,000,000 | |||||
Line of credit facility extension allowed period | 4 years |
Mortgage Loans Payable and Un_6
Mortgage Loans Payable and Unsecured Credit Facility (Summary of Derivative Financial Instruments Held) (Details) - Interest Rate Swap [Member] - Cash Flow Hedging, Count 5 [Member] | 12 Months Ended |
Dec. 31, 2021 USD ($) Contract | |
Derivatives Fair Value [Line Items] | |
Count | Contract | 5 |
Fair value | $ | $ 8,232,000 |
Minimum [Member] | |
Derivatives Fair Value [Line Items] | |
Maturity dates | 2023 |
Maximum [Member] | |
Derivatives Fair Value [Line Items] | |
Maturity dates | 2025 |
Mortgage Loans Payable and Un_7
Mortgage Loans Payable and Unsecured Credit Facility (Effect of Derivative Financial Instruments on Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Equity) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Designation/Cash Flow [Member] | Interest Rate Swap [Member] | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
(Loss) gain recognized in other comprehensive income (loss) (effective portion) | $ (3,131,000) | $ 113,000 | $ 6,001,000 | $ 1,869,000 |
Continuing Operations [Member] | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
(Loss) recognized in other comprehensive income (loss) reclassified into earnings (effective portion) | $ (1,482,000) | $ (2,320,000) | $ (4,942,000) |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | ||||
Weighted average remaining lease term | 49 years | 49 years | ||
Weighted average discount rate | 8.60% | 8.60% | ||
Rent expense | $ 0.1 | $ 0.2 | $ 0.2 | $ 0.4 |
Shareholders' Equity (Narrative
Shareholders' Equity (Narrative) (Details) - $ / shares | Oct. 17, 2022 | Aug. 26, 2022 | Sep. 30, 2022 | Aug. 09, 2022 | Dec. 31, 2021 |
Class Of Stock [Line Items] | |||||
Preferred stock, shares authorized | 12,500,000 | ||||
Special dividend paid | $ 19.52 | ||||
Payments for merger consideration | $ 9.48 | ||||
Series B [Member] | |||||
Class Of Stock [Line Items] | |||||
Preferred stock, shares authorized | 1,450,000 | 1,450,000 | |||
Series B [Member] | Subsequent Event [Member] | |||||
Class Of Stock [Line Items] | |||||
Preferred stock dividends declared | $ 0.453125 | ||||
Series C [Member] | |||||
Class Of Stock [Line Items] | |||||
Preferred stock, shares authorized | 6,450,000 | 6,450,000 | |||
Series C [Member] | Subsequent Event [Member] | |||||
Class Of Stock [Line Items] | |||||
Preferred stock dividends declared | $ 0.406250 |
Shareholders' Equity (Summary o
Shareholders' Equity (Summary of Preferred Stock) (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Class Of Stock [Line Items] | ||
Preferred stock, shares authorized | 12,500,000 | |
Preferred stock | $ 159,541,000 | $ 159,541,000 |
Series B Preferred Stock [Member] | ||
Class Of Stock [Line Items] | ||
Par value | $ 0.01 | |
Liquidation value | $ 25 | |
Preferred stock, shares authorized | 1,450,000 | 1,450,000 |
Shares issued | 1,450,000 | 1,450,000 |
Shares outstanding | 1,450,000 | 1,450,000 |
Preferred stock | $ 34,767,000 | $ 34,767,000 |
Series C Preferred Stock [Member] | ||
Class Of Stock [Line Items] | ||
Par value | $ 0.01 | |
Liquidation value | $ 25 | |
Preferred stock, shares authorized | 6,450,000 | 6,450,000 |
Shares issued | 5,000,000 | 5,000,000 |
Shares outstanding | 5,000,000 | 5,000,000 |
Preferred stock | $ 124,774,000 | $ 124,774,000 |
Shareholders' Equity (Schedule
Shareholders' Equity (Schedule of Dividends) (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Class Of Stock [Line Items] | ||||
Common stock | $ 19.520 | $ 0.066 | $ 19.586 | $ 0.198 |
Common stock - merger consideration | 9.480 | 9.480 | ||
Series B Preferred Stock [Member] | ||||
Class Of Stock [Line Items] | ||||
Cumulative Redeemable Preferred Stock | $ 0.453 | $ 0.453 | $ 1.359 | $ 1.359 |
Dividend rate percentage | 7.25% | 7.25% | 7.25% | 7.25% |
Series C Preferred Stock [Member] | ||||
Class Of Stock [Line Items] | ||||
Cumulative Redeemable Preferred Stock | $ 0.406 | $ 0.406 | $ 1.219 | $ 1.219 |
Dividend rate percentage | 6.50% | 6.50% | 6.50% | 6.50% |
Revenues (Schedule of Rental Re
Revenues (Schedule of Rental Revenues) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues [Abstract] | ||||
Base rents | $ 5,593,000 | $ 6,238,000 | $ 17,390,000 | $ 21,731,000 |
Expense recoveries | 1,624,000 | 1,930,000 | 5,767,000 | 7,023,000 |
Percentage rent | 71,000 | 103,000 | 340,000 | 467,000 |
Straight-line rents | 318,000 | (25,000) | 231,000 | 146,000 |
Amortization of intangible lease liabilities, net | 90,000 | 163,000 | 411,000 | 487,000 |
Total rents | $ 7,696,000 | $ 8,409,000 | $ 24,139,000 | $ 29,854,000 |
Revenues (Narrative) (Details)
Revenues (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 | Sep. 30, 2022 | |
Revenues [Abstract] | ||
Reduction of net income due to recording of revenue on cash basis and write off outstanding straight-line receivable | $ 0 | $ 0 |
Unpaid billed charges of rent and tenant reimbursements | 0.2 | 1 |
Unrecorded revenue from tenants | $ 0.2 | $ 1 |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Share-Based Compensation Information) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation [Abstract] | ||||
Expense relating to share/unit grants | $ 785,000 | $ 629,000 | $ 1,662,000 | $ 2,650,000 |
Amounts capitalized | (46,000) | (54,000) | (141,000) | |
Total charged to operations | $ 785,000 | $ 583,000 | $ 1,608,000 | $ 2,509,000 |
Unvested shares/units, December 31, 2021 | 492,000 | |||
Restricted share grants | 7,000 | |||
Vested during period | (417,000) | |||
Forfeitures/cancellations/retirements | (82,000) | |||
Unvested shares/unit, December 31, 2021, weighted average grant date fair value | $ 23.47 | |||
Restricted share grants, weighted average grant date fair value | 26.31 | |||
Vested during period, weighted average grant date fair value | 28.63 | |||
Forfeitures/cancellations/retirements, weighted average grant date fair value | $ 28.29 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) | 9 Months Ended | 36 Months Ended | ||||
Aug. 26, 2022 | Jul. 20, 2021 | Jun. 15, 2018 | Sep. 30, 2022 | Jun. 15, 2021 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted under Stock incentive plan | 7,000 | |||||
Maximum shares to be earned | 113,636 | |||||
Share based compensation average annual total stock holders return, description | The percentage of the market performance-based equity award to be earned will be determined based on the Company’s annual return on an investment in the Company’s common stock (“TSR”) over the Interim Performance Period and/or over the Full Performance Period as follows: if average annual TSR (1) is below 4%, the percentage of grant earned would be 0%, (2) equals 4%, the percentage of grant earned would be 33.3%, (3) equals 6.5%, the percentage of grant earned would be 66.7%, and (4) equals 10% or above, the percentage of grant earned would be 100%. | |||||
Common stock, shares issued | 13,718,000 | 13,658,000 | ||||
Common stock value | $ 823,000 | $ 820,000 | ||||
Dividends equivalent rights paid | $ 500,000 | |||||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock value | $ 3,300,000 | |||||
Chief Executive Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted to Company's President | 113,636 | |||||
Common stock, shares issued | 113,636 | |||||
Dividend equivalent rights paid | $ 300,000 | |||||
Chief Executive Officer [Member] | Market Performance-Based Equity Award [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted under Stock incentive plan | 227,272 | |||||
Dividend equivalent rights | 227,272 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Weighted average nonvested restricted shares outstanding | 100,000 | 400,000 | 300,000 | 400,000 |
Weighted average number of OP units outstanding | 30,000 | 81,000 | 59,000 | 81,000 |
Market Performance-Based Equity Award [Member] | Chief Executive Officer [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Shares issuable under Stock incentive plan | 0 | 0 | 0 | 0 |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Calculation of Numerator and Denominator in Earnings Per Share) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Net loss from continuing operations | $ (36,219,000) | $ (63,426,000) | $ (77,374,000) | $ (22,700,000) |
Preferred stock dividends | (2,688,000) | (2,688,000) | (8,064,000) | (8,064,000) |
Net loss (income) attributable to noncontrolling interests | 147,000 | 264,000 | 299,000 | (215,000) |
Net earnings (loss) allocated to unvested shares | 17,000 | (29,000) | 58,000 | (92,000) |
Loss from continuing operations, net of noncontrolling interest, attributable to vested common shares | (38,743,000) | (65,879,000) | (85,081,000) | (31,071,000) |
Income (loss) from discontinued operations, net of noncontrolling interests, attributable to vested common shares | 125,381,000 | (17,354,000) | 122,742,000 | (5,434,000) |
Net income (loss) attributable to vested common shares | $ 86,638,000 | $ (83,233,000) | $ 37,661,000 | $ (36,505,000) |
Weighted average number of vested common shares outstanding, basic | 13,494,000 | 13,252,000 | 13,357,000 | 13,191,000 |
Weighted average number of vested common shares outstanding, diluted | 13,494,000 | 13,252,000 | 13,357,000 | 13,191,000 |
Continuing operations, basic per share | $ (2.87) | $ (4.97) | $ (6.37) | $ (2.36) |
Continuing operations, diluted per share | (2.87) | (4.97) | (6.37) | (2.36) |
Discontinued operations, basic per share | 9.29 | (1.31) | 9.19 | (0.41) |
Discontinued operations, diluted per share | 9.29 | (1.31) | 9.19 | (0.41) |
Net (loss) income per common share attributable to common shareholders, basic | 6.42 | (6.28) | 2.82 | (2.77) |
Net (loss) income per common share attributable to common shareholders, diluted | $ 6.42 | $ (6.28) | $ 2.82 | $ (2.77) |
Related Party Transactions (Add
Related Party Transactions (Additional Information) (Details) - Wheeler [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 | Sep. 30, 2022 | |
Related Party Transaction [Line Items] | ||
Related party transaction expenses | $ 0.1 | $ 0.1 |
Related party amounts due | $ 7.4 | $ 7.4 |
Subsequent Events - (Narrative)
Subsequent Events - (Narrative) (Details) - USD ($) | Oct. 28, 2022 | Dec. 31, 2021 |
Subsequent Event [Line Items] | ||
Credit facilities | $ 66,000,000 | |
Subsequent Event [Member] | Guggenheim Loan Agreement | ||
Subsequent Event [Line Items] | ||
Credit facilities | $ 110,000,000 | |
Interest at fixed-rate | 5.25% | |
Maturity date | Nov. 10, 2032 |