Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 28, 2023 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Entity File Number | 1-10093 | |
Entity Registrant Name | RPT Realty | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 13-6908486 | |
Entity Address, Address Line One | 19 W 44th Street, | |
Entity Address, Address Line Two | Suite 1002 | |
Entity Address, City or Town | New York, | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10036 | |
City Area Code | 212 | |
Local Phone Number | 221-1261 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 86,763,520 | |
Entity Central Index Key | 0000842183 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Transition Report | false | |
Common Shares of Beneficial Interest ($0.01 Par Value Per Share) | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Shares of Beneficial Interest ($0.01 Par Value Per Share) | |
Trading Symbol | RPT | |
Security Exchange Name | NYSE | |
Series D Cumulative Convertible Perpetual Preferred Shares | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 7.25% Series D Cumulative Convertible Perpetual Preferred | |
Trading Symbol | RPT.PRD | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Income producing properties, at cost: | ||
Land | $ 301,404 | $ 302,062 |
Buildings and improvements | 1,376,161 | 1,373,893 |
Less accumulated depreciation and amortization | (409,263) | (386,036) |
Income producing properties, net | 1,268,302 | 1,289,919 |
Construction in progress and land available for development | 37,778 | 37,772 |
Real estate held for sale | 4,800 | 3,115 |
Net real estate | 1,310,880 | 1,330,806 |
Equity investments in unconsolidated joint ventures | 414,404 | 423,089 |
Cash and cash equivalents | 4,155 | 5,414 |
Restricted cash and escrows | 412 | 461 |
Accounts receivable (net of allowance for doubtful accounts of $3,218 and $8,493 as of September 30, 2023 and December 31, 2022, respectively) | 18,377 | 19,914 |
Acquired lease intangibles, net | 32,496 | 40,043 |
Operating lease right-of-use assets | 16,759 | 17,269 |
Other assets, net | 111,694 | 109,443 |
TOTAL ASSETS | 1,909,177 | 1,946,439 |
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||
Notes payable, net | 847,732 | 854,596 |
Finance lease obligation | 763 | 763 |
Accounts payable and accrued expenses | 54,094 | 41,985 |
Distributions payable | 15,803 | 14,336 |
Acquired lease intangibles, net | 27,484 | 33,157 |
Operating lease liabilities | 16,684 | 17,016 |
Other liabilities | 6,361 | 5,933 |
TOTAL LIABILITIES | 968,921 | 967,786 |
Commitments and Contingencies | ||
RPT Realty (“RPT”) Shareholders’ Equity: | ||
Preferred shares of beneficial interest, $0.01 par, 2,000 shares authorized: 7.25% Series D Cumulative Convertible Perpetual Preferred Shares, (stated at liquidation preference $50 per share), 1,849 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 92,427 | 92,427 |
Common shares of beneficial interest, $0.01 par, 240,000 shares authorized, 85,712 and 85,525 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 857 | 855 |
Additional paid-in capital | 1,261,478 | 1,255,087 |
Accumulated distributions in excess of net income | (456,006) | (409,290) |
Accumulated other comprehensive income | 24,074 | 21,434 |
TOTAL SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO RPT | 922,830 | 960,513 |
Noncontrolling interest | 17,426 | 18,140 |
TOTAL SHAREHOLDERS’ EQUITY | 940,256 | 978,653 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,909,177 | $ 1,946,439 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Accounts receivable, allowance for doubtful accounts | $ 3,218 | $ 8,493 |
Common shares of beneficial interest, par (in usd per share) | $ 0.01 | $ 0.01 |
Common shares of beneficial interest, authorized (in shares) | 240,000,000 | 240,000,000 |
Common shares of beneficial interest, issued (in shares) | 85,712,000 | 85,525,000 |
Common shares of beneficial interest, outstanding (in shares) | 85,712,000 | 85,525,000 |
Series D Preferred Shares | ||
Preferred shares, par (in usd per share) | $ 0.01 | $ 0.01 |
Preferred shares, authorized (in shares) | 2,000,000 | 2,000,000 |
Cumulative convertible perpetual preferred shares, dividend rate | 7.25% | 7.25% |
Cumulative convertible perpetual preferred shares, liquidation preference (in usd per share) | $ 50 | $ 50 |
Cumulative convertible perpetual preferred shares, issued (in shares) | 1,849,000 | 1,849,000 |
Cumulative convertible perpetual preferred shares, outstanding (in shares) | 1,849,000 | 1,849,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
REVENUE | ||||
TOTAL REVENUE | $ 54,888 | $ 54,730 | $ 158,186 | $ 166,107 |
EXPENSES | ||||
Real estate taxes | 6,734 | 7,329 | 20,877 | 22,731 |
Recoverable operating expense | 6,913 | 6,832 | 21,975 | 21,119 |
Non-recoverable operating expense | 2,972 | 2,817 | 8,383 | 7,792 |
Depreciation and amortization | 19,961 | 18,442 | 54,247 | 57,825 |
Transaction costs | 3 | 405 | 13 | 4,881 |
General and administrative expense | 9,673 | 9,372 | 27,968 | 26,394 |
TOTAL EXPENSES | 46,256 | 45,197 | 133,463 | 140,742 |
Gain on sale of real estate | 0 | 11,144 | 900 | 26,234 |
OPERATING INCOME | 8,632 | 20,677 | 25,623 | 51,599 |
OTHER INCOME AND EXPENSES | ||||
Other (expense) income, net | (8,049) | 530 | (7,392) | 895 |
Earnings from unconsolidated joint ventures | 1,948 | 1,779 | 3,388 | 467 |
Interest expense | (8,803) | (9,568) | (26,342) | (26,650) |
Loss on extinguishment of debt | 0 | (121) | 0 | (121) |
(LOSS) INCOME BEFORE TAX | (6,272) | 13,297 | (4,723) | 26,190 |
Income tax provision | (24) | (71) | (254) | (142) |
NET (LOSS) INCOME | (6,296) | 13,226 | (4,977) | 26,048 |
Net loss (income) attributable to noncontrolling partner interest | 114 | (251) | 90 | (502) |
NET (LOSS) INCOME ATTRIBUTABLE TO RPT | (6,182) | 12,975 | (4,887) | 25,546 |
Preferred share dividends | (1,676) | (1,676) | (5,026) | (5,026) |
NET (LOSS) INCOME AVAILABLE TO COMMON SHAREHOLDERS | $ (7,858) | $ 11,299 | $ (9,913) | $ 20,520 |
(LOSS) EARNINGS PER COMMON SHARE | ||||
Basic (in usd per share) | $ (0.09) | $ 0.13 | $ (0.12) | $ 0.24 |
Diluted (in usd per share) | $ (0.09) | $ 0.13 | $ (0.12) | $ 0.23 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | ||||
Basic (in shares) | 85,704 | 84,259 | 85,640 | 84,133 |
Diluted (in shares) | 85,704 | 84,855 | 85,640 | 84,861 |
Cash Dividend Declared per Common Share (in usd per share) | $ 0.14 | $ 0.13 | $ 0.42 | $ 0.39 |
OTHER COMPREHENSIVE (LOSS) INCOME | ||||
Net (loss) income | $ (6,296) | $ 13,226 | $ (4,977) | $ 26,048 |
Other comprehensive gain: | ||||
Gain on interest rate swaps, net | 2,575 | 7,501 | 2,689 | 24,319 |
Comprehensive (loss) income | (3,721) | 20,727 | (2,288) | 50,367 |
Comprehensive loss-(income) attributable to noncontrolling interest | 67 | (388) | 41 | (970) |
COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO RPT | (3,654) | 20,339 | (2,247) | 49,397 |
Rental income | ||||
REVENUE | ||||
TOTAL REVENUE | 52,413 | 52,487 | 150,724 | 160,032 |
Other property income | ||||
REVENUE | ||||
TOTAL REVENUE | 889 | 1,012 | 2,690 | 3,227 |
Management and other fee income | ||||
REVENUE | ||||
TOTAL REVENUE | $ 1,586 | $ 1,231 | $ 4,772 | $ 2,848 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Preferred Shares | Common Shares | Additional Paid-in Capital | Accumulated Distributions in Excess of Net Income | Accumulated Other Comprehensive Income | Noncontrolling Interest |
Beginning balance at Dec. 31, 2021 | $ 895,454 | $ 92,427 | $ 839 | $ 1,227,791 | $ (441,478) | $ (2,635) | $ 18,510 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common shares, net of issuance costs | 525 | 1 | 524 | ||||
Redemption of Operating Partnership Unit holders | 0 | 1 | 1,539 | (1,540) | |||
Share-based compensation, net of shares withheld for employee taxes | 5,775 | 2 | 5,773 | ||||
Dividends declared to common shareholders | (32,836) | (32,836) | |||||
Dividends declared to preferred shareholders | (5,026) | (5,026) | |||||
Distributions declared to noncontrolling interests | (647) | (647) | |||||
Dividends declared to deferred shares | (982) | (982) | |||||
Other comprehensive income adjustment | 24,319 | 23,851 | 468 | ||||
Net (loss) income | 26,048 | 25,546 | 502 | ||||
Ending balance at Sep. 30, 2022 | 912,630 | 92,427 | 843 | 1,235,627 | (454,776) | 21,216 | 17,293 |
Beginning balance at Jun. 30, 2022 | 902,742 | 92,427 | 842 | 1,232,466 | (454,740) | 13,852 | 17,895 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common shares, net of issuance costs | (46) | (46) | |||||
Redemption of Operating Partnership Unit holders | 0 | 781 | (781) | ||||
Share-based compensation, net of shares withheld for employee taxes | 2,427 | 1 | 2,426 | ||||
Dividends declared to common shareholders | (10,953) | (10,953) | |||||
Dividends declared to preferred shareholders | (1,676) | (1,676) | |||||
Distributions declared to noncontrolling interests | (209) | (209) | |||||
Dividends declared to deferred shares | (382) | (382) | |||||
Other comprehensive income adjustment | 7,501 | 7,364 | 137 | ||||
Net (loss) income | 13,226 | 12,975 | 251 | ||||
Ending balance at Sep. 30, 2022 | 912,630 | 92,427 | 843 | 1,235,627 | (454,776) | 21,216 | 17,293 |
Beginning balance at Dec. 31, 2022 | 978,653 | 92,427 | 855 | 1,255,087 | (409,290) | 21,434 | 18,140 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share-based compensation, net of shares withheld for employee taxes | 6,393 | 2 | 6,391 | ||||
Dividends declared to common shareholders | (35,956) | (35,956) | |||||
Dividends declared to preferred shareholders | (5,026) | (5,026) | |||||
Distributions declared to noncontrolling interests | (673) | (673) | |||||
Dividends declared to deferred shares | (847) | (847) | |||||
Other comprehensive income adjustment | 2,689 | 2,640 | 49 | ||||
Net (loss) income | (4,977) | (4,887) | (90) | ||||
Ending balance at Sep. 30, 2023 | 940,256 | 92,427 | 857 | 1,261,478 | (456,006) | 24,074 | 17,426 |
Beginning balance at Jun. 30, 2023 | 955,338 | 92,427 | 856 | 1,258,674 | (435,882) | 21,546 | 17,717 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share-based compensation, net of shares withheld for employee taxes | 2,805 | 1 | 2,804 | ||||
Dividends declared to common shareholders | (11,998) | (11,998) | |||||
Dividends declared to preferred shareholders | (1,676) | (1,676) | |||||
Distributions declared to noncontrolling interests | (224) | (224) | |||||
Dividends declared to deferred shares | (268) | (268) | |||||
Other comprehensive income adjustment | 2,575 | 2,528 | 47 | ||||
Net (loss) income | (6,296) | (6,182) | (114) | ||||
Ending balance at Sep. 30, 2023 | $ 940,256 | $ 92,427 | $ 857 | $ 1,261,478 | $ (456,006) | $ 24,074 | $ 17,426 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
OPERATING ACTIVITIES | ||
Net (loss) income | $ (4,977) | $ 26,048 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 54,247 | 57,825 |
Amortization of deferred financing fees | 1,559 | 1,089 |
Income tax provision | 254 | 142 |
Earnings from unconsolidated joint ventures | (3,388) | (467) |
Distributions received from operations of unconsolidated joint ventures | 12,317 | 13,469 |
Loss on extinguishment of debt | 0 | 121 |
Gain on sale of real estate | (900) | (26,234) |
Amortization of acquired above and below market lease intangibles, net | (4,843) | (3,768) |
Amortization of premium on mortgages, net | (28) | (56) |
Service-based restricted share expense | 3,232 | 3,117 |
Long-term incentive compensation expense | 4,492 | 4,050 |
Changes in assets and liabilities, net of effect of acquisitions and dispositions: | ||
Accounts receivable, net | 1,535 | (812) |
Other assets, net | (1,899) | (1,116) |
Accounts payable, accrued expenses and other liabilities | 10,304 | 7,917 |
Net cash provided by operating activities | 71,905 | 81,325 |
INVESTING ACTIVITIES | ||
Acquisition of real estate | 0 | (110,245) |
Development and capital improvements | (29,755) | (21,156) |
Net proceeds from sales of real estate | 5,684 | 112,705 |
Investment in equity interests in unconsolidated joint ventures | (89) | (113,818) |
Acquisitions of preferred investments | (207) | (4,822) |
Redemption of preferred investments | 1,137 | 3,864 |
Net cash used in investing activities | (23,230) | (133,472) |
FINANCING ACTIVITIES | ||
Repayment of mortgages and notes payable | (617) | (1,005) |
Proceeds from revolving credit facility | 56,000 | 240,958 |
Repayments on revolving credit facility | (63,000) | (175,958) |
Payment of deferred financing costs | 0 | (6,353) |
Distributions received from financing activities of unconsolidated joint ventures | 0 | 27,661 |
Proceeds from issuance of common shares, net of issuance costs | 0 | 525 |
Payment of employee taxes upon vesting of awards | (1,331) | (1,392) |
Dividends paid to preferred shareholders | (5,026) | (5,026) |
Dividends paid to common shareholders | (35,351) | (32,086) |
Distributions paid to operating partnership unit holders | (658) | (648) |
Net cash (used in) provided by financing activities | (49,983) | 46,676 |
Net change in cash, cash equivalents and restricted cash and escrows | (1,308) | (5,471) |
Cash, cash equivalents and restricted cash and escrows at beginning of period | 5,875 | 14,033 |
Cash, cash equivalents and restricted cash and escrows at end of period | 4,567 | 8,562 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITY | ||
Redemption of Operating Partnership Unit holders | 0 | 1,540 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Cash paid for interest (net of capitalized interest of $191 and $45 in 2023 and 2022, respectively) | 21,857 | 22,331 |
Reconciliation of cash, cash equivalents and restricted cash and escrows | ||
Cash and cash equivalents | 4,155 | 7,611 |
Restricted cash and escrows | 412 | 951 |
Cash, cash equivalents, and restricted cash | $ 4,567 | $ 8,562 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Cash Flows [Abstract] | ||
Cash paid for interest, capitalized interest | $ 191 | $ 45 |
Organization and Basis of Prese
Organization and Basis of Presentations | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentations | Organization and Basis of Presentations Organization RPT Realty, together with our subsidiaries (the “Company” or “RPT”), is a real estate investment trust (“REIT”) engaged in the business of owning and operating a national portfolio of open-air shopping destinations principally located in the top U.S. markets. The Company’s shopping centers offer diverse, locally-curated consumer experiences that reflect the lifestyles of their surrounding communities and meet the modern expectations of the Company’s retail partners. The Company is a fully integrated and self-administered REIT publicly traded on the New York Stock Exchange (“NYSE”). The common shares of beneficial interest of the Company, par value $0.01 per share (the “common share”), are listed and traded on the NYSE under the ticker symbol “RPT”. As of September 30, 2023, the Company’s property portfolio (the “aggregate portfolio”) consisted of 43 wholly-owned shopping centers, 13 shopping centers owned through its grocery anchored joint venture and 49 retail properties owned through its net lease joint venture which together represent 14.9 million square feet of gross leasable area (“GLA”). As of September 30, 2023, the Company’s pro-rata share of the aggregate portfolio was 93.5% leased. Basis of Presentation The condensed consolidated financial statements include the accounts of the Company and our majority owned subsidiary, RPT Realty, L.P., a Delaware limited partnership (the “Operating Partnership”, “RPT OP, or “OP” which was 98.2% owned by the Company at both September 30, 2023 and December 31, 2022), and all wholly-owned subsidiaries, including entities in which we have a controlling financial interest or have been determined to be the primary beneficiary of a variable interest entity (“VIE”). The presentation of condensed consolidated financial statements does not itself imply that assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any other consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Investments in real estate joint ventures over which we have the ability to exercise significant influence, but for which we do not have financial or operating control, are accounted for using the equity method of accounting. Accordingly, our share of the earnings (loss) of these joint ventures is included in consolidated net income (loss). All intercompany transactions and balances are eliminated in consolidation. We have elected to be a REIT for federal income tax purposes. The information furnished is unaudited and reflects all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2022. The preparation of our unaudited financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and reported amounts that are not readily apparent from other sources. Actual results could differ from those estimates. Proposed Merger On August 28, 2023, RPT and RPT OP, together and with RPT, (the “RPT Parties”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Kimco Realty Corporation, a Maryland corporation (“Kimco”), Kimco Realty OP, LLC, a Delaware limited liability company and a wholly owned subsidiary of Kimco (“Kimco OP”), Tarpon Acquisition Sub, LLC, a Delaware limited liability company and direct wholly owned subsidiary of Kimco (“Merger Sub”), Tarpon OP Acquisition Sub, LLC, a Delware limited liability company and direct wholly owned subsidiary of Kimco OP (“OP Merger Sub” and, together with Kimco, Kimco OP and Merger Sub, the “Kimco Parties”). The Merger Agreement provides that, among other things and on the terms and subject to the conditions set forth therein, (i) RPT will be merged with and into Merger Sub, with Merger Sub continuing as the surviving entity (the “ Company Merger ”), (ii) immediately following the Company Merger, Kimco will contribute to Kimco OP all of the membership interests of Merger Sub and (iii) immediately prior to the Company Merger, OP Merger Sub will be merged with and into RPT OP, with RPT OP continuing as the surviving entity and as a subsidiary of Kimco OP (the “Partnership Merger” and, together with the Company Merger, the “Mergers”). At the effective time of the Company Merger (the “ Company Merger Effective Time ”), (i) each common share of beneficial interest, par value $0.01 per share, of RPT (other than certain shares as set forth in the Merger Agreement) issued and outstanding immediately prior to the Company Merger Effective Time will be cancelled and automatically converted into the right to receive 0.6049 shares (the “ Exchange Ratio ”) of common stock, par value $0.01, of Kimco, without interest, together with cash in lieu of fractional shares of common stock and (ii) each share of 7.25% Series D Cumulative Convertible Perpetual Preferred Shares of Beneficial Interest, par value 0.01 per share, of RPT (other than certain shares as set forth in the Merger Agreement) issued and outstanding immediately prior to the Company Merger Effective Time will be cancelled and automatically converted into the right to receive one one-thousandth of a share of a newly created series of preferred stock, par value 0.01 per share, of Kimco (or depository shares in respect thereof) having the rights, preferences and privileges substantially as set forth in the Merger Agreement, in each case, without interest, and subject to any withholding required under applicable law, upon the terms and subject to the conditions set forth in the Merger Agreement. At the effective time of the Partnership Merger (the “ Partnership Merger Effective Time ”), (i) the general partner interests in RPT OP and each limited partnership interest of RPT OP (“ RPT OP Units ”), in each case, that are held by RPT as of immediately prior to the Partnership Merger Effective Time will remain outstanding at and following the Partnership Merger Effective Time, (ii) each Series D Preferred Unit, as defined in the RPT OP partnership agreement, held by RPT as of immediately prior to the Partnership Merger Effective Time will be cancelled and will cease to exist, and no consideration will be delivered in exchange therefor and (iii) each RPT OP Unit (other than any RPT OP Units held by RPT) that is issued and outstanding immediately prior to the Partnership Merger Effective Time will automatically be converted into new validly issued common limited partnership interests in Kimco OP in an amount equal to the Exchange Ratio and each holder of such new common limited partnership interests in Kimco OP will be admitted as a limited partner of Kimco OP in accordance with the terms of Kimco OP’s partnership agreement. The Merger Agreement provides that, during the period from the date of the Merger Agreement until the Company Merger Effective Time, RPT will be subject to certain restrictions on its ability to engage with third parties regarding alternative acquisition proposals and on the conduct of our business. RPT’s board of trustees and Kimco’s board of directors have each unanimously approved the Merger Agreement and RPT’s board of trustees has unanimously resolved to recommend that the RPT shareholders approve the Company Merger. The closing of the Mergers is expected to occur in early 2024, subject to the approval of RPT shareholders and the satisfaction or waiver of other customary closing conditions, as specified in the Merger Agreement. There can be no assurance that the Mergers will be completed on the terms or timeline currently contemplated or at all. For both the three and nine months ended September 30, 2023, we have recorded costs of $8.2 million related to financial, legal and tax advisor costs associated with the Mergers, included in Other (expense) income, net. Equity Distribution Agreements In February 2022, the Company entered into an Equity Distribution Agreement (“2022 Equity Distribution Agreement”) pursuant to which the Company may offer and sell, from time to time, the Company’s common shares having an aggregate gross sales price of up to $150.0 million (the “Current ATM Program”). Under the Current ATM Program, sales of the shares of common shares may be made, in the Company’s discretion, from time to time in “at-the-market” offerings as defined in Rule 415 of the Securities Act of 1933, as amended. The 2022 Equity Distribution Agreement also provides that the Company may enter into forward sale agreements for its common shares with forward sellers and forward purchasers. For the nine months ended September 30, 2023, the Company did not enter into any forward sale agreements or issue any common shares under the Current ATM Program. As of September 30, 2023, $133.0 million of common shares remained available for issuance under the Current ATM Program, subject to applicable restrictions set forth in the Merger Agreement. In connection with the Merger Agreement, the Company suspended the Current ATM Program. Recently Adopted Accounting Pronouncements In March 2020, the FASB updated the Accounting Standards Codification (“ASC”) with ASU 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). In addition, the FASB subsequently issued ASU 2021-01 “Reference Rate Reform (Topic 848)” (“ASU 2021-01”) which further clarifies the optional expedients available, and issued ASU 2022-06 “Reference Rate Reform (Topic 848)” which extends the expiration date of the guidance in ASU 2020-04. ASU 2020-04, ASU 2021-01 and ASU 2022-06 provide temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. The ASU is intended to help stakeholders during the global market-wide reference rate transition period. Therefore, it will be in effect for a limited time through December 31, 2024. The Company had elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company ’ s only remaining LIBOR-indexed interest rate swap agreement expired in March 2023, and as of September 30, 2023 , we have no LIBOR-indexed contracts. Recent Accounting Pronouncements In August 2023, the FASB issued ASU 2023-05 “Business Combinations-Joint Venture Formations (Subtopic 805-60)” (“ASU 2023-05”). ASU 2023-05 addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. To reduce diversity in practice and provide decision-useful information to a joint venture’s investors, ASU 2023-05 will require that a joint venture apply a new basis of accounting upon formation at fair value. ASU 2023-05 does not amend the definition of a joint venture (or a corporate joint venture), the accounting by an equity method investor for its investment in a joint venture, or the accounting by a joint venture for contributions received after its formation. This standard is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. The adoption of ASU 2023-05 is not expected to have a material impact on our condensed consolidated financial statements. |
Real Estate
Real Estate | 9 Months Ended |
Sep. 30, 2023 | |
Real Estate [Abstract] | |
Real Estate | Real Estate Included in our net real estate assets are income producing properties that are recorded at cost less accumulated depreciation and amortization, construction in progress, land available for development and real estate held for sale. We review our investment in real estate, including any related intangible assets, for impairment on a property-by-property basis whenever events or changes in circumstances indicate that the carrying value of the property may not be recoverable. These changes in circumstances include, but are not limited to, changes in occupancy, rental rates, net operating income, real estate values and expected holding period. For the nine months ended September 30, 2023 and 2022, we recorded no impairment provision. In accordance with ASC 360-10, the Company records impairment losses on long-lived assets used in operations when events and circumstances indicate that long-lived assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. During the third quarter of 2023, events and circumstances indicated that certain shopping centers might be impaired. However, the Company’s estimates of undiscounted cash flows indicated that such carrying amounts were expected to be recovered and, therefore, no impairment loses were recorded. Nonetheless, it is reasonably possible that the estimates of undiscounted cash flows may change in the near term resulting in the need to write down these assets to fair value. Construction in progress represents existing development, redevelopment and tenant build-out projects. When projects are substantially complete and ready for their intended use, balances are transferred to land or building and improvements as appropriate. Construction in progress was $16.0 million and $14.6 million at September 30, 2023 and December 31, 2022, respectively. The increase in construction in progress from December 31, 2022 to September 30, 2023 was due primarily to capital expenditures for ongoing projects, partially offset by the completion of tenant build-outs. Land available for development includes real estate projects where vertical construction has yet to commence, but which have been identified by us and are available for future development when market conditions dictate the demand for a new shopping center or outparcel pad. The viability of all projects under construction or development, including those owned by our unconsolidated joint ventures, is regularly evaluated under applicable accounting requirements, including requirements relating to abandonment of assets or changes in use. Land available for development was $21.7 million and $23.2 million at September 30, 2023 and December 31, 2022, respectively. Pursuant to the criteria established under ASC Topic 360 we classify properties as held for sale when the following criteria are met (i) management, having the authority to approve the action, commits to a plan to sell a property (or group of properties), (ii) the property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such properties, (iii) an active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated, (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year, (v) the property is being actively marketed for sale at a price that is reasonable in relation to its current fair value and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. As of September 30, 2023, we had one income producing property classified as held for sale with a net book value of $4.8 million included in Net real estate. As of December 31, 2022, we had real estate assets classified as held for sale with a net book value of $3.1 million included in Net real estate, which were subsequently sold during February 2023. |
Property Acquisitions and Dispo
Property Acquisitions and Dispositions | 9 Months Ended |
Sep. 30, 2023 | |
Acquisitions and Dispositions [Abstract] | |
Property Acquisitions and Dispositions | Property Acquisitions and Dispositions Acquisitions There were no acquisitions during the nine months ended September 30, 2023. Dispositions The following table provides a summary of our disposition activity for the nine months ended September 30, 2023: Gross Property Name Location GLA Acreage Date Sold Sales Price Gain on Sale (In thousands) (In thousands) Lakeland Park Center - Outparcel (1) Lakeland, FL 20 N/A 2/22/23 $ 3,687 $ 297 Total income producing dispositions 20 — $ 3,687 $ 297 Lakeland Park Center - Land Parcel Lakeland, FL N/A 2.6 4/14/23 $ 2,200 $ 603 Total land dispositions — 2.6 $ 2,200 $ 603 Total dispositions 20 2.6 $ 5,887 $ 900 (1) We contributed a net lease retail asset that was subdivided from a wholly-owned shopping center to our RGMZ Venture REIT LLC ( “RGMZ”) joint venture . The property contributed was an income producing property in which we owned the depreciable real estate. Refer to Note 4 of these notes to the condensed consolidated financial statements for additional information. |
Equity Investments in Unconsoli
Equity Investments in Unconsolidated Joint Ventures | 9 Months Ended |
Sep. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Investments in Unconsolidated Joint Ventures | Equity Investments in Unconsolidated Joint Ventures As of September 30, 2023 and December 31, 2022, we had two joint ventures: 1) R2G Venture LLC (“R2G”) and 2) RGMZ whereby we own 51.5% and 6.4%, respectively, of the equity in each joint venture. As of September 30, 2023, R2G owned 13 income producing shopping centers and RGMZ owned 49 net lease retail properties. We and the joint venture partners have joint approval rights for major decisions, including those regarding property operations. We cannot make significant decisions regarding the applicable joint venture without partner approval. Accordingly, we account for our interest in the joint ventures using the equity method of accounting. The combined condensed financial information for our unconsolidated joint ventures is summarized as follows: Balance Sheets September 30, 2023 December 31, 2022 (In thousands) ASSETS R2G RGMZ Total R2G RGMZ Total Investment in real estate, net $ 816,659 $ 215,689 $ 1,032,348 $ 822,707 $ 215,059 $ 1,037,766 Other assets 96,444 78,771 175,215 102,355 80,094 182,449 Total Assets $ 913,103 $ 294,460 $ 1,207,563 $ 925,062 $ 295,153 $ 1,220,215 LIABILITIES AND OWNERS’ EQUITY Notes payable $ 80,149 $ 187,484 $ 267,633 $ 80,053 $ 185,227 $ 265,280 Other liabilities 47,021 7,312 54,333 43,054 6,172 49,226 Owners’ equity 785,933 99,664 885,597 801,955 103,754 905,709 Total Liabilities and Owners’ Equity $ 913,103 $ 294,460 $ 1,207,563 $ 925,062 $ 295,153 $ 1,220,215 RPT’s equity investments in unconsolidated joint ventures $ 408,063 $ 6,341 $ 414,404 $ 416,487 $ 6,602 $ 423,089 Three Months Ended September 30, Statements of Operations 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Total revenue $ 21,072 $ 5,423 $ 26,495 $ 17,270 $ 5,512 $ 22,782 Total expenses 16,401 3,362 19,763 13,006 3,684 16,690 Operating income 4,671 2,061 6,732 4,264 1,828 6,092 Interest expense (620) (3,690) (4,310) (620) (2,669) (3,289) Loss on extinguishment of debt — — — — (318) (318) Income tax benefit (expense) — (63) (63) — (29) (29) Net income (loss) $ 4,051 $ (1,692) $ 2,359 $ 3,644 $ (1,188) $ 2,456 Preferred member dividends 56 8 64 41 11 52 Net income (loss) available to common members $ 3,995 $ (1,700) $ 2,295 $ 3,603 $ (1,199) $ 2,404 Other Comprehensive Income Net income (loss) $ 4,051 $ (1,692) $ 2,359 $ 3,644 $ (1,188) $ 2,456 Gain on interest rate swaps, net — 460 460 — — — Comprehensive income (loss) $ 4,051 $ (1,232) $ 2,819 $ 3,644 $ (1,188) $ 2,456 RPT’s share of earnings (loss) from unconsolidated joint ventures $ 2,056 $ (108) $ 1,948 $ 1,856 $ (77) $ 1,779 Nine Months Ended September 30, Statements of Operations 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Total revenue $ 63,647 $ 17,048 $ 80,695 $ 45,726 $ 14,515 $ 60,241 Operating expenses 54,498 10,650 65,148 42,844 9,683 52,527 Operating income 9,149 6,398 15,547 2,882 4,832 7,714 Interest expense (1,860) (10,913) (12,773) (1,678) (5,915) (7,593) Loss on extinguishment of debt — — — — (318) (318) Income tax benefit (expense) — 113 113 — (35) (35) Net income (loss) $ 7,289 $ (4,402) $ 2,887 $ 1,204 $ (1,436) $ (232) Preferred member dividends 161 23 184 115 34 149 Net income (loss) available to common members $ 7,128 $ (4,425) $ 2,703 $ 1,089 $ (1,470) $ (381) Other Comprehensive Income Net income (loss) $ 7,289 $ (4,402) $ 2,887 $ 1,204 $ (1,436) $ (232) Gain on interest rate swaps, net — 2,429 2,429 — — — Comprehensive income (loss) $ 7,289 $ (1,973) $ 5,316 $ 1,204 $ (1,436) $ (232) RPT’s share of earnings (loss) from unconsolidated joint ventures $ 3,670 $ (282) $ 3,388 $ 561 $ (94) $ 467 Acquisitions R2G had no acquisitions during the nine months ended September 30, 2023. The following table provides a summary of RGMZ’s acquisitions during the nine months ended September 30, 2023: Gross Property Name Location GLA Date Acquired Contract Price (1) Purchase Price Debt Issued (In thousands) (In thousands) RPT Realty - 1 Income Producing Property Lakeland, FL 20 2/22/23 $ 3,687 $ 3,856 $ (2,397) Total RGMZ acquisitions 20 $ 3,687 $ 3,856 $ (2,397) (1) Contract price does not include purchase price adjustments made at closing and capitalized closing costs. The total aggregate fair value of the RGMZ acquisitions was allocated and is reflected in the following table in accordance with accounting guidance for asset acquisitions. At the time of RGMZ acquisitions, these assets and liabilities were considered Level 3 fair value measurements: As of Acquisition Date (In thousands) Land $ 903 Buildings and improvements 2,673 Lease origination costs 303 Below market leases (23) Net assets acquired $ 3,856 Dispositions There was no disposition activity during the nine months ended September 30, 2023 by any of our unconsolidated joint ventures. Debt The following table summarizes R2G’s fixed rate mortgages: September 30, 2023 December 31, 2022 Mortgage Debt Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Village Shoppes of Canton 3/1/2029 $ 22,050 2.81 % $ 22,050 2.81 % East Lake Woodlands 12/1/2031 12,750 2.94 % 12,750 2.94 % South Pasadena 12/1/2031 16,330 2.94 % 16,330 2.94 % Bedford Marketplace 3/1/2032 29,975 2.93 % 29,975 2.93 % $ 81,105 2.90 % $ 81,105 2.90 % Unamortized deferred financing costs (956) (1,052) $ 80,149 $ 80,053 RGMZ has a $350.0 million secured credit facility that includes an accordion feature allowing it to increase future potential commitments up to a total capacity of $600.0 million. As of September 30, 2023, RGMZ had $168.5 million outstanding under its secured credit facility, an increase of $2.4 million from December 31, 2022, as a result of borrowings in 2023. As of September 30, 2023, RGMZ had one interest rate swap agreement in effect for a notional amount of $80.0 million which swapped a portion of the outstanding borrowing to a fixed rate of 3.62%, plus a 0.10% SOFR index adjustment, and a credit spread of 2.25%. Including the effect of this interest rate swap, the weighted average interest rate of RGMZ’s secured credit facility at September 30, 2023 was 6.73%. In addition, RGMZ has a fixed rate mortgage secured by certain single-tenant properties which had an aggregate principal amount of $20.4 million and $20.7 million as of September 30, 2023 and December 31, 2022, respectively. The mortgage has an annual interest rate of 3.56% and matures on December 1, 2030. Joint Venture Management and Other Fee Income We receive a property management fee which is based upon 4.0% of gross revenues received for providing services to R2G and recognize these fees as the services are rendered. We also receive leasing fees from R2G for new leases and renewal leases of 6.0% and 2.5%, respectively, of total expected rent over the length of the lease, capped at 10 years. We receive an asset management fee for services provided to RGMZ, which is based upon 0.25% of the gross asset value of net lease retail assets in RGMZ. We also receive leasing fees from RGMZ for new leases and renewal leases of 5.0% and 2.5%, respectively, of total expected rent over the length of the lease, capped at 10 years. The Company will be paid an additional annual incentive management fee equal to 0.15% based upon the appraised gross asset value of the net lease retail assets in RGMZ. However, the Company will not earn this fee until meeting certain financial hurdles measured at sale or initial public offering of RGMZ. Notwithstanding the forgoing for both joint ventures, for tenants with space in excess of 17,000 rentable square feet, the fees are as follows: (i) $1 per rentable square foot for each renewal lease, and (ii) (a) $5 per rentable square foot for each new lease for grocer and (b) $4 per rentable square foot for each new lease for non-grocer. We also can receive fees from both joint ventures for construction management and development management. We are responsible for paying any third-party leasing fees. The following table provides information for our fees earned which are reported in our condensed consolidated statements of operations and comprehensive income: Three Months Ended September 30, 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Management fees $ 839 $ 207 $ 1,046 $ 644 $ 183 $ 827 Leasing fees 485 46 531 128 145 273 Construction fees 9 — 9 131 — 131 Total $ 1,333 $ 253 $ 1,586 $ 903 $ 328 $ 1,231 Nine Months Ended September 30, 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Management fees $ 2,402 $ 618 $ 3,020 $ 1,643 $ 493 $ 2,136 Leasing fees 1,373 102 1,475 425 156 581 Construction fees 277 — 277 131 — 131 Total $ 4,052 $ 720 $ 4,772 $ 2,199 $ 649 $ 2,848 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes our mortgage, notes payable, revolving credit facility and finance lease obligation as of September 30, 2023 and December 31, 2022: Notes Payable and Finance Lease Obligation September 30, December 31, (In thousands) Senior unsecured notes $ 511,500 $ 511,500 Unsecured term loan facilities 310,000 310,000 Fixed rate mortgage 2,673 3,290 Unsecured revolving credit facility 28,000 35,000 852,173 859,790 Unamortized premium 49 77 Unamortized deferred financing costs (4,490) (5,271) Total notes payable, net $ 847,732 $ 854,596 Finance lease obligation $ 763 $ 763 Senior Unsecured Notes The following table summarizes the Company’s senior unsecured notes: September 30, 2023 December 31, 2022 Senior Unsecured Notes Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Senior unsecured notes 6/27/2025 $ 31,500 4.27 % $ 31,500 4.27 % Senior unsecured notes 7/6/2025 50,000 4.20 % 50,000 4.20 % Senior unsecured notes 9/30/2025 50,000 4.09 % 50,000 4.09 % Senior unsecured notes 5/28/2026 50,000 4.74 % 50,000 4.74 % Senior unsecured notes 11/18/2026 25,000 4.28 % 25,000 4.28 % Senior unsecured notes 12/21/2027 30,000 4.57 % 30,000 4.57 % Senior unsecured notes 11/30/2028 75,000 3.64 % 75,000 3.64 % Senior unsecured notes 12/21/2029 20,000 4.72 % 20,000 4.72 % Senior unsecured notes 12/27/2029 50,000 4.15 % 50,000 4.15 % Senior unsecured notes 11/30/2030 75,000 3.70 % 75,000 3.70 % Senior unsecured notes 11/30/2031 55,000 3.82 % 55,000 3.82 % $ 511,500 4.09 % $ 511,500 4.09 % Unamortized deferred financing costs (2,322) (2,667) $ 509,178 $ 508,833 Unsecured Term Loan Facilities and Revolving Credit Facility The following table summarizes the Company’s $310.0 million unsecured term loan facilities (the “term loan facilities”) and $500.0 million revolving credit facility (the “revolving credit facility”): September 30, 2023 December 31, 2022 Unsecured Credit Facilities Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Unsecured term loan - fixed rate (1) 11/6/2026 $ 50,000 2.50 % $ 50,000 2.50 % Unsecured term loan - fixed rate (2) 2/5/2027 100,000 2.61 % 100,000 2.61 % Unsecured term loan - fixed rate (3) 8/18/2027 50,000 2.52 % 50,000 2.52 % Unsecured term loan - fixed rate (4) 2/18/2028 110,000 3.66 % 110,000 2.80 % $ 310,000 2.95 % $ 310,000 2.65 % Unamortized deferred financing costs (2,168) (2,604) Term loans, net $ 307,832 $ 307,396 Revolving credit facility - variable rate 8/18/2026 $ 28,000 6.48 % $ 35,000 5.48 % (1) Swapped to a weighted average fixed rate of 1.20%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (2) Swapped to a weighted average fixed rate of 1.31%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (3) Swapped to a weighted average fixed rate of 1.22%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (4) Swapped to a weighted average fixed rate of 2.36%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. As of September 30, 2023 we had $28.0 million outstanding under our revolving credit facility, which represented a decrease of $7.0 million from December 31, 2022, primarily as a result of net repayments. We ha d no outstanding letters of credit issued under our revolving credit facility as of September 30, 2023. We had $472.0 million of unused capacity under our $500.0 million revolving credit facility that could be borrowed subject to compliance with applicable financial covenants. The interest rate as of September 30, 2023 was 6.48%. Mortgages The following table summarizes the Company’s fixed rate mortgage: September 30, 2023 December 31, 2022 Mortgage Debt Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Nagawaukee II 6/1/2026 $ 2,673 5.80 % $ 3,290 5.80 % $ 2,673 5.80 % $ 3,290 5.80 % Unamortized premium 49 77 $ 2,722 $ 3,367 The fixed rate mortgage is secured by a property that has an approximate net book value of $16.6 million as of September 30, 2023. The mortgage loan encumbering our property is nonrecourse, subject to certain exceptions for which we would be liable for any resulting losses incurred by the lender. These exceptions include fraud or a material misrepresentation, misstatement or omission by the borrower, intentional or grossly negligent conduct by the borrower that harms the property or results in a loss to the lender, filing of a bankruptcy petition by the borrower, either directly or indirectly and certain environmental liabilities. In addition, upon the occurrence of certain events, such as fraud or filing of a bankruptcy petition by the borrower, we would be liable for the entire outstanding balance of the loan, all interest accrued thereon and certain other costs, including penalties and expenses. Covenants Our revolving credit facility, senior unsecured notes as amended and term loan facilities contain financial covenants relating to total leverage, fixed charge coverage ratio, unencumbered assets and various other calculations. As of September 30, 2023, we were in compliance with these covenants. Debt Maturities The following table presents scheduled principal payments on mortgages, notes payable and revolving credit facility as of September 30, 2023: Year Ending December 31, (In thousands) 2023 (remaining) $ 212 2024 879 2025 132,431 2026 (1) 153,651 2027 180,000 Thereafter 385,000 Subtotal debt 852,173 Unamortized mortgage premium 49 Unamortized deferred financing costs (4,490) Total $ 847,732 (1) Scheduled maturities in 2026 include the $28.0 million balance on the unsecured revolving credit facility drawn as of September 30, 2023. The unsecured revolving credit facility has two six-month extensions available at the Company’s option provided compliance with financial covenants is maintained. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value We utilize fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Derivative instruments (interest rate swaps) are recorded at fair value on a recurring basis. Additionally, we, from time to time, may be required to record other assets at fair value on a nonrecurring basis. As a basis for considering market participant assumptions in fair value measurements, GAAP establishes three fair value levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. The assessed inputs used in determining any fair value measurement could result in incorrect valuations that could be material to our condensed consolidated financial statements. These levels are: Level 1 Valuation is based upon quoted prices for identical instruments traded in active markets. Level 2 Valuation is based upon prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. Level 3 Valuation is generated from model-based techniques that use at least one significant assumption which is not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the assets or liabilities. The following is a description of valuation methodologies used for our assets and liabilities recorded at fair value. Derivative Assets and Liabilities All of our derivative instruments are interest rate swaps for which quoted market prices are not readily available. For those derivatives, we measure fair value on a recurring basis using valuation models that use primarily market observable inputs, such as yield curves. We classify these instruments as Level 2. Refer to Note 7 of the notes to the condensed consolidated financial statements for additional information on our derivative financial instruments. The table below presents the recorded amount of assets and liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022: Total Level 2 Balance Sheet Location September 30, 2023 (In thousands) Derivative assets - interest rate swaps Other assets $ 24,362 $ 24,362 Derivative liabilities - interest rate swaps Other liabilities $ — $ — December 31, 2022 Derivative assets - interest rate swaps Other assets $ 21,828 $ 21,828 Derivative liabilities - interest rate swaps Other liabilities $ — $ — Other Assets and Liabilities The carrying values of cash and cash equivalents, restricted cash and escrows, accounts receivables and accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short maturity of these financial instruments. Debt We estimated the fair value of our debt based on our incremental borrowing rates for similar types of borrowing arrangements with the same remaining maturity and on the discounted estimated future cash payments to be made for other debt. The discount rates used approximate current lending rates for loans or groups of loans with similar maturities and credit quality, assumes the debt is outstanding through maturity and considers the debt’s collateral (if applicable). Since such amounts are estimates that are based on limited available market information for similar transactions, there can be no assurance that the disclosed value of any financial instrument could be realized by immediate settlement of the instrument. The Company determined that the valuation of its fixed rate senior unsecured notes, unsecured term loan facilities (including variable rate term loans swapped to fixed through derivatives) and unsecured revolving credit facility were classified within Level 2 of the fair value hierarchy and its fixed rate mortgages were classified within Level 3 of the fair value hierarchy. Our Level 2 fixed rate debt had a carrying value of $821.5 million at both September 30, 2023 and December 31, 2022, and had fair values of approximately $764.8 million and $763.0 million, at September 30, 2023 and December 31, 2022, respectively. Our Level 2 variable rate debt had carrying values of $28.0 million and $35.0 million at September 30, 2023 and December 31, 2022, respectively, and had fair values of approximately $28.2 million and $35.3 million at September 30, 2023 and December 31, 2022, respectively. Our Level 3 fixed rate mortgage had carrying values of $2.7 million and $3.3 million at September 30, 2023 and December 31, 2022, respectively, and had fair values of $2.6 million and $3.3 million at September 30, 2023 and December 31, 2022, respectively. Net Real Estate Our net investment in real estate, including any identifiable intangible assets, is subject to impairment testing on a nonrecurring basis. To estimate fair value, we use discounted cash flow models that include assumptions of the discount rates that market participants would use in pricing the asset or pricing from potential or comparable market transactions. To the extent impairment has occurred, we charge to expense the excess of the carrying value of the property over its estimated fair value. We classify impaired real estate assets as nonrecurring Level 3. During the nine months ended September 30, 2023 and 2022, we did not incur any impairment for income producing shopping centers that are required to be measured at fair value on a nonrecurring basis. We did not have any material liabilities that were required to be measured at fair value on a nonrecurring basis during the nine months ended September 30, 2023 and 2022. Equity Investments in Unconsolidated Entities Our equity investments in unconsolidated joint venture entities are subject to impairment testing on a nonrecurring basis if a decline in the fair value of the investment below the carrying amount is determined to be a decline that is other-than-temporary. To estimate the fair value of properties held by unconsolidated entities, we use cash flow models, discount rates, and capitalization rates based upon assumptions of the rates that market participants would use in pricing the asset. To the extent other-than-temporary impairment has occurred, we charge to expense the excess of the carrying value of the equity investment over its estimated fair value. We classify other-than-temporarily impaired equity investments in unconsolidated entities as nonrecurring Level 3. Preferred Equity Investments Our preferred equity investments in unconsolidated entities are recorded at cost, less any impairment. If we identify observable price changes in orderly transactions for the identical or a similar investment of the same issuer, we remeasure the equity security at fair value as of the date that the observable transaction occurred. We did not mark any preferred investments to fair value on a non-recurring basis during the nine months ended September 30, 2023 and 2022. Our preferred investments are also subject to impairment testing on a nonrecurring basis if a decline in the fair value of the investment below the carrying amount is determined to be a decline that is other-than-temporary. We classify other-than-temporarily impaired preferred investments as nonrecurring Level 3. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We utilize interest rate swap agreements for risk management purposes to reduce the impact of changes in interest rates on our variable rate debt. We may also enter into forward starting swaps to set the effective interest rate on planned variable rate financing. On the date we enter into an interest rate swap, the derivative is designated as a hedge against the variability of cash flows that are to be paid in connection with a recognized liability. Subsequent changes in the fair value of a derivative designated as a cash flow hedge that is determined to be effective are recorded in other comprehensive income (“OCI”) until earnings are affected by the variability of cash flows of the hedged transaction. The differential between fixed and variable rates to be paid or received is accrued, as interest rates change, and recognized currently as interest expense in the condensed consolidated statements of operations and comprehensive income. We assess effectiveness of our cash flow hedges both at inception and on an ongoing basis. Our cash flow hedges become ineffective, for example, if critical terms of the hedging instrument and the debt do not perfectly match such as notional amounts, settlement dates, reset dates and calculation period and Secured Overnight Financing Rate (“SOFR”) rate. At September 30, 2023, all of our hedges were effective. As of September 30, 2023, the Company had 11 interest rate swap agreements in effect for an aggregate notional amount of $310.0 million and two forward starting interest rate swap agreements for an aggregate notional amount of $100.0 million, converting our floating rate corporate debt to fixed rate debt. The following table summarizes the notional values and fair values of our derivative financial instruments as of September 30, 2023: Hedge Reference Rate Notional Fixed Fair Expiration Underlying Debt (In thousands) (In thousands) Derivative Assets Unsecured term loan Cash Flow SOFR $ 30,000 1.165 % $ 1,323 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.169 % 442 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.182 % 441 11/2024 Unsecured term loan Cash Flow SOFR 25,000 1.210 % 1,226 01/2025 Unsecured term loan Cash Flow SOFR 25,000 1.239 % 1,216 01/2025 Unsecured term loan Cash Flow SOFR 50,000 1.201 % 4,817 11/2026 Unsecured term loan Cash Flow SOFR 25,000 1.308 % 2,418 01/2027 Unsecured term loan Cash Flow SOFR 50,000 1.289 % 4,824 01/2027 Unsecured term loan Cash Flow SOFR 25,000 1.335 % 2,399 01/2027 Unsecured term loan Cash Flow SOFR 30,000 3.344 % 1,189 02/2028 Unsecured term loan Cash Flow SOFR 30,000 3.359 % 1,176 02/2028 $ 310,000 $ 21,471 Derivative Assets - Forward Swaps Unsecured term loan Cash Flow SOFR $ 50,000 2.855 % $ 1,279 08/2027 Unsecured term loan Cash Flow SOFR 50,000 2.865 % 1,612 02/2028 Total Derivative Assets $ 410,000 $ 24,362 The following table summarizes the notional values and fair values of our derivative financial instruments as of December 31, 2022: Hedge Reference Rate Notional Fixed Fair Expiration Underlying Debt (In thousands) (In thousands) Derivative Assets Unsecured term loan Cash Flow LIBOR $ 60,000 1.770 % $ 264 03/2023 Unsecured term loan Cash Flow SOFR 30,000 1.165 % 1,761 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.169 % 587 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.182 % 585 11/2024 Unsecured term loan Cash Flow SOFR 25,000 1.210 % 1,529 01/2025 Unsecured term loan Cash Flow SOFR 25,000 1.239 % 1,512 01/2025 Unsecured term loan Cash Flow SOFR 50,000 1.201 % 4,694 11/2026 Unsecured term loan Cash Flow SOFR 25,000 1.308 % 2,316 01/2027 Unsecured term loan Cash Flow SOFR 50,000 1.289 % 4,634 01/2027 Unsecured term loan Cash Flow SOFR 25,000 1.335 % 2,292 01/2027 $ 310,000 $ 20,174 Derivative Assets - Forward Swaps Unsecured term loan Cash Flow SOFR $ 50,000 2.855 % $ 367 08/2027 Unsecured term loan Cash Flow SOFR 30,000 3.344 % 421 02/2028 Unsecured term loan Cash Flow SOFR 30,000 3.359 % 407 02/2028 Unsecured term loan Cash Flow SOFR 50,000 2.865 % 459 02/2028 $ 470,000 $ 21,828 The effect of derivative financial instruments on our condensed consolidated statements of operations and comprehensive income for the three months ended September 30, 2023 and 2022 is summarized as follows: Amount of Gain (Loss) Location of Gain Amount of Gain (Loss) Derivatives in Cash Flow Hedging Relationship Three Months Ended September 30, Three Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Interest rate contracts - assets $ 5,372 $ 8,159 Interest expense $ (2,826) $ (658) Interest rate contracts - liabilities — — Interest expense — — Equity investments in unconsolidated joint ventures 50 — (Loss) earnings from unconsolidated joint ventures (21) — Total $ 5,422 $ 8,159 Total $ (2,847) $ (658) The effect of derivative financial instruments on our condensed consolidated statements of operations and comprehensive income for the nine months ended September 30, 2023 and 2022 is summarized as follows: Amount of Gain (Loss) Location of Gain Amount of Gain (Loss) Derivatives in Cash Flow Hedging Relationship Nine Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Interest rate contracts - assets $ 10,139 $ 21,037 Interest expense $ (7,605) $ 570 Interest rate contracts - liabilities 224 2,477 Interest expense (224) 235 Equity investments in unconsolidated joint ventures 188 — (Loss) earnings from unconsolidated joint ventures (33) — Total $ 10,551 $ 23,514 Total $ (7,862) $ 805 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases Revenues Approximate future minimum revenues from rentals under non-cancelable operating leases in effect at September 30, 2023, assuming no new or renegotiated leases or option extensions on lease agreements and no early lease terminations were as follows: Year Ending December 31, (In thousands) 2023 (remaining) $ 37,516 2024 147,155 2025 129,513 2026 111,377 2027 88,810 Thereafter 235,321 Total $ 749,692 We recognized rental income related to variable lease payments of $33.2 million and $34.7 million for the nine months ended September 30, 2023 and 2022, respectively. Substantially all of the assets included as income producing properties, net on the condensed consolidated balance sheets, relate to our portfolio of wholly-owned shopping centers, in which we are the lessor under operating leases with our tenants. As of September 30, 2023, the Company’s wholly-owned portfolio was 93.5% leased. Expenses We have operating leases for our two corporate offices in New York, New York and Southfield, Michigan, that expire in January 2024 and December 2024, respectively. Our operating lease in Southfield includes two additional five year renewals which are all exercisable at our option. We also have an operating ground lease at Centennial Shops located in Edina, Minnesota which includes rent escalations throughout the lease period and expires in April 2105. In addition, we have a finance ground lease at our Buttermilk Towne Center with the City of Crescent Springs that expires in December 2032. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expenses for these leases on a straight-line basis over the lease term. The components of lease expense were as follows: Three Months Ended September 30, Nine Months Ended September 30, Statements of Operations Classification 2023 2022 2023 2022 (In thousands) Operating ground lease cost Non-recoverable operating expense $ 291 $ 291 $ 872 $ 872 Operating administrative lease cost General and administrative expense 149 164 459 490 Finance lease cost Interest Expense 10 11 30 32 Supplemental balance sheet information related to leases is as follows: Balance Sheet Classification September 30, 2023 December 31, 2022 (In thousands) ASSETS Operating lease assets Operating lease right-of-use assets $ 16,759 $ 17,269 Finance lease asset Land 10,095 10,095 Total leased assets $ 26,854 $ 27,364 LIABILITIES Operating lease liabilities Operating lease liabilities $ 16,684 $ 17,016 Finance lease liability Finance lease obligation 763 763 Total lease liabilities $ 17,447 $ 17,779 Weighted Average Remaining Lease Terms Operating leases 74 years 73 years Finance lease 9 years 10 years Weighted Average Incremental Borrowing Rate Operating leases 6.27 % 6.22 % Finance lease 5.23 % 5.23 % Supplemental cash flow information related to leases is as follows: Nine Months Ended September 30, 2023 2022 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,153 $ 1,174 Operating cash flows from finance lease — — Financing cash flows from finance lease — — Maturities of lease liabilities as of September 30, 2023 were as follows: Maturity of Lease Liabilities Operating Leases Finance Lease (In thousands) 2023 (remaining) $ 374 $ 100 2024 1,118 100 2025 1,048 100 2026 1,093 100 2027 1,108 100 Thereafter 92,228 500 Total lease payments $ 96,969 $ 1,000 Less imputed interest (80,285) (237) Total $ 16,684 $ 763 |
Leases | Leases Revenues Approximate future minimum revenues from rentals under non-cancelable operating leases in effect at September 30, 2023, assuming no new or renegotiated leases or option extensions on lease agreements and no early lease terminations were as follows: Year Ending December 31, (In thousands) 2023 (remaining) $ 37,516 2024 147,155 2025 129,513 2026 111,377 2027 88,810 Thereafter 235,321 Total $ 749,692 We recognized rental income related to variable lease payments of $33.2 million and $34.7 million for the nine months ended September 30, 2023 and 2022, respectively. Substantially all of the assets included as income producing properties, net on the condensed consolidated balance sheets, relate to our portfolio of wholly-owned shopping centers, in which we are the lessor under operating leases with our tenants. As of September 30, 2023, the Company’s wholly-owned portfolio was 93.5% leased. Expenses We have operating leases for our two corporate offices in New York, New York and Southfield, Michigan, that expire in January 2024 and December 2024, respectively. Our operating lease in Southfield includes two additional five year renewals which are all exercisable at our option. We also have an operating ground lease at Centennial Shops located in Edina, Minnesota which includes rent escalations throughout the lease period and expires in April 2105. In addition, we have a finance ground lease at our Buttermilk Towne Center with the City of Crescent Springs that expires in December 2032. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expenses for these leases on a straight-line basis over the lease term. The components of lease expense were as follows: Three Months Ended September 30, Nine Months Ended September 30, Statements of Operations Classification 2023 2022 2023 2022 (In thousands) Operating ground lease cost Non-recoverable operating expense $ 291 $ 291 $ 872 $ 872 Operating administrative lease cost General and administrative expense 149 164 459 490 Finance lease cost Interest Expense 10 11 30 32 Supplemental balance sheet information related to leases is as follows: Balance Sheet Classification September 30, 2023 December 31, 2022 (In thousands) ASSETS Operating lease assets Operating lease right-of-use assets $ 16,759 $ 17,269 Finance lease asset Land 10,095 10,095 Total leased assets $ 26,854 $ 27,364 LIABILITIES Operating lease liabilities Operating lease liabilities $ 16,684 $ 17,016 Finance lease liability Finance lease obligation 763 763 Total lease liabilities $ 17,447 $ 17,779 Weighted Average Remaining Lease Terms Operating leases 74 years 73 years Finance lease 9 years 10 years Weighted Average Incremental Borrowing Rate Operating leases 6.27 % 6.22 % Finance lease 5.23 % 5.23 % Supplemental cash flow information related to leases is as follows: Nine Months Ended September 30, 2023 2022 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,153 $ 1,174 Operating cash flows from finance lease — — Financing cash flows from finance lease — — Maturities of lease liabilities as of September 30, 2023 were as follows: Maturity of Lease Liabilities Operating Leases Finance Lease (In thousands) 2023 (remaining) $ 374 $ 100 2024 1,118 100 2025 1,048 100 2026 1,093 100 2027 1,108 100 Thereafter 92,228 500 Total lease payments $ 96,969 $ 1,000 Less imputed interest (80,285) (237) Total $ 16,684 $ 763 |
Earnings Per Common Share
Earnings Per Common Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands, except per share data) Net (loss) income $ (6,296) $ 13,226 $ (4,977) $ 26,048 Net loss (income) attributable to noncontrolling interest 114 (251) 90 (502) Allocation of income to restricted share awards (149) (288) (444) (689) (Loss) income attributable to RPT (6,331) 12,687 (5,331) 24,857 Preferred share dividends (1,676) (1,676) (5,026) (5,026) Net (loss) income available to common shareholders - Basic and Diluted $ (8,007) $ 11,011 $ (10,357) $ 19,831 Weighted average shares outstanding, Basic 85,704 84,259 85,640 84,133 Dilutive effect of securities using the treasury method (1) — 596 — 728 Weighted average shares outstanding, Diluted 85,704 84,855 85,640 84,861 (Loss) income per common share, Basic $ (0.09) $ 0.13 $ (0.12) $ 0.24 (Loss) income per common share, Diluted $ (0.09) $ 0.13 $ (0.12) $ 0.23 (1) The Company uses the treasury stock method to determine the dilution resulting from restricted stock awards and forward sales under the Current ATM Program during the period of time prior to settlement. For each period, the amount of securities determined using the treasury stock method is not included in the diluted per share calculation where the effect of their inclusion would be anti-dilutive. We exclude certain securities from the computation of diluted earnings per share. The following table presents the outstanding securities that were excluded from the computation of diluted earnings per share and the number of common shares each was convertible into (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Outstanding Convertible Outstanding Convertible Outstanding Convertible Outstanding Convertible Operating Partnership Units 1,604 1,604 1,609 1,609 1,604 1,604 1,609 1,609 Series D Preferred Shares 1,849 7,017 1,849 7,017 1,849 7,017 1,849 7,017 Restricted Stock Awards 3,882 2,249 — — 3,882 2,091 — — 7,335 10,870 3,458 8,626 7,335 10,712 3,458 8,626 |
Share-based Compensation Plans
Share-based Compensation Plans | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation Plans | Share-based Compensation Plans As of September 30, 2023, we have two share-based compensation plans in effect: 1) the Amended and Restated 2019 Omnibus Long-Term Incentive Plan (“2019 LTIP”) and 2) the Inducement Incentive Plan (“Inducement Plan”). The 2019 LTIP is administered by the compensation committee of the Board (the “Compensation Committee”). The 2019 LTIP provides for the award to our trustees, officers, employees and other service providers of restricted shares, restricted share units, options to purchase shares, share appreciation rights, unrestricted shares, and other awards to acquire up to an aggregate of 5.1 million common shares of beneficial interest plus any shares that become available under the 2012 Omnibus Long-Term Incentive Plan (“2012 LTIP”) as a result of the forfeiture, expiration or cancellation of outstanding awards or any award settled in cash in lieu of shares under such plan. As of September 30, 2023, there were 1.0 million shares of beneficial interest available for issuance under the 2019 LTIP. The Inducement Plan was approved by the Board in April 2018 and under such plan the Compensation Committee may grant, subject to any Company performance conditions as specified by the Compensation Committee, restricted shares, restricted share units, options and other awards to individuals who were not previously employees or members of the Board as an inducement to the individual’s entry into employment with the Company. The Inducement Plan allows us to issue up to 6.0 million common shares of beneficial interest, of which 5.0 million remained available for issuance as of September 30, 2023; however, we do not intend to make further awards under the Inducement Plan following adoption of the 2019 LTIP. As of September 30, 2023, we had 992,897 unvested service-based share awards outstanding under the 2019 LTIP. We had no unvested service-based share awards outstanding under the Inducement Plan or 2012 LTIP. These awards have various expiration dates through May 2026. During the nine months ended September 30, 2023, we granted the following awards: • 434,553 shares of service-based restricted stock. The service-based awards were valued based on our closing stock price as of the grant date; and • Performance-based equity awards that are earned subject to a future performance measurement based on a three-year shareholder return peer comparison (“TSR Grants”). The service-based restricted share awards to employees vest over three years and the compensation expense is recognized on a graded vesting basis. The service-based restricted share awards to trustees vest over one year. We recognized expense related to service-based restricted share grants of $1.2 million and $1.1 million for the three months ended September 30, 2023 and September 30, 2022, respectively, and expense of $3.2 million and $3.1 million for the nine months ended September 30, 2023 and September 30, 2022, respectively. The Company has TSR Grants that are either earned (1) subject to a future performance measurement based on a three-year shareholder return peer comparison or (2) subject to a future performance measurement based on the Company’s stock price over a four-year performance period. The Company determines the grant date fair value of the TSR Grants that will be settled in equity based upon a Monte Carlo simulation model and recognizes the compensation expense ratably over the requisite service period. These equity awards are not re-valued at the end of each quarter. The compensation cost will be recognized regardless of whether the performance criterion are met, provided the requisite service has been provided. Compensation expense related to the equity awards was $1.6 million and $1.5 million for the three months ended September 30, 2023 and September 30, 2022, respectively, and $4.5 million and $4.1 million for the nine months ended September 30, 2023 and September 30, 2022, respectively. The fair value of each grant for the reported periods is estimated on the date of grant using the Monte Carlo simulation model using the weighted average assumptions noted in the following table: Nine Months Ended September 30, 2023 2022 Closing share price $9.14 - $10.74 $11.95 - $12.71 Expected dividend rate — % — % Expected stock price volatility 39.5% - 46.4% 58.5% - 61.6% Risk-free interest rate 3.8% - 4.7% 1.4% - 2.8% Expected life (years) 2.65 - 2.84 2.59 - 2.84 We recognized total share-based compensation expense of $2.8 million and $2.5 million for the three months ended September 30, 2023 and September 30, 2022, respectively, and $7.7 million and $7.2 million for the nine months ended September 30, 2023 and September 30, 2022, respectively. Disregarding the impact of the Company Merger on outstanding equity awards at the Company Merger Effective Time, as of September 30, 2023, we had $13.9 million of total unrecognized compensation expense related to unvested restricted shares and performance based equity awards. which is expected to be recognized over a weighted-average period of 1.8 years. |
Taxes
Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Taxes | Taxes Income Taxes We conduct our operations with the intent of meeting the requirements applicable to a REIT under sections 856 through 860 of the Internal Revenue Code. In order to maintain our qualification as a REIT, we and our subsidiary REITs are required to distribute annually at least 90% of our REIT taxable income, excluding net capital gain, to our shareholders. As long as we qualify as a REIT, we will generally not be liable for federal corporate income taxes. Certain of our operations, including property management and asset management, as well as ownership of certain land, are conducted through our taxable REIT subsidiaries (“TRSs”) which allows us to provide certain services and conduct certain activities that are not generally considered as qualifying REIT activities. Deferred tax assets and liabilities reflect the impact of temporary differences between the amounts of assets and liabilities for financial reporting purposes and the bases of such assets and liabilities as measured by tax laws. Deferred tax assets are reduced by a valuation allowance to the amount where realization is more likely than not assured after considering all available evidence, including expected taxable earnings and potential tax planning strategies. Our temporary differences primarily relate to deferred compensation, depreciation, land basis differences, and net operating loss carry forwards. As of September 30, 2023, we had a federal and state deferred tax asset of $5.2 million and a valuation allowance of $5.2 million. Our deferred tax assets are reduced by an offsetting valuation allowance where there is uncertainty regarding their realizability. We believe that it is more likely than not that the results of future operations will not generate sufficient taxable income to recognize the deferred tax assets. These future operations are primarily dependent upon the profitability of our TRSs, the timing and amounts of gains on land sales, and other factors affecting the results of operations of the TRSs. If in the future we are able to conclude it is more likely than not that we will realize a future benefit from a deferred tax asset, we will reduce the related valuation allowance by the appropriate amount. The first time this occurs, it will result in a net deferred tax asset on our balance sheet and an income tax benefit of equal magnitude in our consolidated statement of operations and comprehensive income in the period we make the determination. We recorded an income tax provision of $0.3 million and $0.1 million for the nine months ended September 30, 2023 and September 30, 2022, respectively. The income tax provision for the three months ended September 30, 2023 was negligible and $0.1 million for the three months ended September 30, 2022. Sales Taxes We collect various taxes from tenants and remit these amounts, on a net basis, to the applicable taxing authorities. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Construction Costs In connection with the leasing and targeted remerchandising of various shopping centers as of September 30, 2023, we had entered into agreements for construction costs of approximately $3.7 million. Litigation We are currently involved in certain litigation arising in the ordinary course of business. We are not aware of any matters that would have a material effect on our condensed consolidated financial statements. Development Obligations As of September 30, 2023, the Company has $1.5 million of development related obligations that require annual payments through December 2032. The Company is party to a Contribution and Development Agreement, pursuant to which the parties intend to form a joint venture to develop a multi-family property on an undeveloped parcel of land located on the Company’s Parkway Shops in Jacksonville, Florida. Subject to the fulfillment of certain conditions, including the completion of entitlements, the Company will enter into the joint venture by contributing the land valued at $3.8 million and an additional $0.5 million of cash in exchange for a 50% equity stake in the joint venture. Merger Agreement The closing of the Mergers is expected to occur in early 2024. If the Mergers were not to close, under certain circumstances as defined in the Merger Agreement, a termination fee may have to be paid to Kimco, which is the lesser of $33.6 million or the maximum amount that could be paid to Kimco without causing Kimco to fail to qualify as a REIT under the Internal Revenue Code for such year. Any unpaid amount of the termination fee payable by RPT will be escrowed and paid out over a five-year period. Guarantee A redevelopment agreement was entered into between the City of Jacksonville, the Jacksonville Economic Development Commission and the Company, to construct and develop River City Marketplace in 2005. As part of the agreement, the city agreed to finance up to $12.2 million of bonds. Repayment of the bonds is to be made in accordance with a level-payment amortization schedule over 20 years, and repayments are made out of tax revenues generated by the redevelopment. The remaining debt service payments due over the life of the bonds, including principal and interest, are $5.6 million. As part of the redevelopment, the Company executed a guaranty agreement whereby the Company would fund debt service payments if incremental tax revenues were not sufficient to fund repayment. There have been no payments made by the Company under this guaranty agreement to date and we do not expect to make any payments over the life of the agreement. Environmental Matters We are subject to numerous federal, state and local environmental laws, ordinances and regulations in the areas where we own or operate properties. We are not aware of any contamination which may have been caused by us or any of our tenants that would have a material effect on our condensed consolidated financial statements. As part of our risk management activities, we have applied and been accepted into state sponsored environmental programs which will expedite and assure satisfactory compliance with environmental laws and regulations should contaminants need to be remediated. We also have an environmental insurance policy that covers us against third party liabilities and remediation costs. While we believe that we do not have any material exposure to environmental remediation costs, we cannot give absolute assurance that changes in the law or new discoveries of contamination will not result in additional liabilities to us. |
Reorganization
Reorganization | 9 Months Ended |
Sep. 30, 2023 | |
Reorganizations [Abstract] | |
Reorganization | ReorganizationDuring the nine months ended September 30, 2023, the Company recorded one-time employee termination benefits of $1.1 million resulting from a reduction in force in February 2023. There were no employee termination benefits recorded for the three months ended September 30, 2023. The termination benefits were paid out in full as of September 30, 2023, and such charges are reflected in general and administrative expenses in the condensed consolidated statements of operations for the nine months then ended. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events We have evaluated subsequent events through the date that the condensed consolidated financial statements were issued. Subsequent to September 30, 2023, the Company separately borrowed $12.0 million and made repayments of $4.0 million on its unsecured revolving credit facility. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) Attributable to Parent | $ (6,182) | $ 12,975 | $ (4,887) | $ 25,546 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Organization and Basis of Pre_2
Organization and Basis of Presentations (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements include the accounts of the Company and our majority owned subsidiary, RPT Realty, L.P., a Delaware limited partnership (the “Operating Partnership”, “RPT OP, or “OP” which was 98.2% owned by the Company at both September 30, 2023 and December 31, 2022), and all wholly-owned subsidiaries, including entities in which we have a controlling financial interest or have been determined to be the primary beneficiary of a variable interest entity (“VIE”). The presentation of condensed consolidated financial statements does not itself imply that assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any other consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Investments in real estate joint ventures over which we have the ability to exercise significant influence, but for which we do not have financial or operating control, are accounted for using the equity method of accounting. Accordingly, our share of the earnings (loss) of these joint ventures is included in consolidated net income (loss). All intercompany transactions and balances are eliminated in consolidation. We have elected to be a REIT for federal income tax purposes. The information furnished is unaudited and reflects all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2022. The preparation of our unaudited financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and reported amounts that are not readily apparent from other sources. Actual results could differ from those estimates. |
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2020, the FASB updated the Accounting Standards Codification (“ASC”) with ASU 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). In addition, the FASB subsequently issued ASU 2021-01 “Reference Rate Reform (Topic 848)” (“ASU 2021-01”) which further clarifies the optional expedients available, and issued ASU 2022-06 “Reference Rate Reform (Topic 848)” which extends the expiration date of the guidance in ASU 2020-04. ASU 2020-04, ASU 2021-01 and ASU 2022-06 provide temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. The ASU is intended to help stakeholders during the global market-wide reference rate transition period. Therefore, it will be in effect for a limited time through December 31, 2024. The Company had elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company ’ s only remaining LIBOR-indexed interest rate swap agreement expired in March 2023, and as of September 30, 2023 , we have no LIBOR-indexed contracts. Recent Accounting Pronouncements In August 2023, the FASB issued ASU 2023-05 “Business Combinations-Joint Venture Formations (Subtopic 805-60)” (“ASU 2023-05”). ASU 2023-05 addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. To reduce diversity in practice and provide decision-useful information to a joint venture’s investors, ASU 2023-05 will require that a joint venture apply a new basis of accounting upon formation at fair value. ASU 2023-05 does not amend the definition of a joint venture (or a corporate joint venture), the accounting by an equity method investor for its investment in a joint venture, or the accounting by a joint venture for contributions received after its formation. This standard is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. The adoption of ASU 2023-05 is not expected to have a material impact on our condensed consolidated financial statements. |
Fair Value | Fair ValueWe utilize fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Derivative instruments (interest rate swaps) are recorded at fair value on a recurring basis. Additionally, we, from time to time, may be required to record other assets at fair value on a nonrecurring basis. As a basis for considering market participant assumptions in fair value measurements, GAAP establishes three fair value levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. The assessed inputs used in determining any fair value measurement could result in incorrect valuations that could be material to our condensed consolidated financial statements. |
Derivatives Assets and Liabilities | Derivative Assets and LiabilitiesAll of our derivative instruments are interest rate swaps for which quoted market prices are not readily available. For those derivatives, we measure fair value on a recurring basis using valuation models that use primarily market observable inputs, such as yield curves. We classify these instruments as Level 2. |
Property Acquisitions and Dis_2
Property Acquisitions and Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Acquisitions and Dispositions [Abstract] | |
Schedule of Unconsolidated Joint Venture Property Acquisitions | The following table provides a summary of our disposition activity for the nine months ended September 30, 2023: Gross Property Name Location GLA Acreage Date Sold Sales Price Gain on Sale (In thousands) (In thousands) Lakeland Park Center - Outparcel (1) Lakeland, FL 20 N/A 2/22/23 $ 3,687 $ 297 Total income producing dispositions 20 — $ 3,687 $ 297 Lakeland Park Center - Land Parcel Lakeland, FL N/A 2.6 4/14/23 $ 2,200 $ 603 Total land dispositions — 2.6 $ 2,200 $ 603 Total dispositions 20 2.6 $ 5,887 $ 900 (1) We contributed a net lease retail asset that was subdivided from a wholly-owned shopping center to our RGMZ Venture REIT LLC ( “RGMZ”) joint venture . The property contributed was an income producing property in which we owned the depreciable real estate. Refer to Note 4 of these notes to the condensed consolidated financial statements for additional information. The following table provides a summary of RGMZ’s acquisitions during the nine months ended September 30, 2023: Gross Property Name Location GLA Date Acquired Contract Price (1) Purchase Price Debt Issued (In thousands) (In thousands) RPT Realty - 1 Income Producing Property Lakeland, FL 20 2/22/23 $ 3,687 $ 3,856 $ (2,397) Total RGMZ acquisitions 20 $ 3,687 $ 3,856 $ (2,397) (1) Contract price does not include purchase price adjustments made at closing and capitalized closing costs. |
Equity Investments in Unconso_2
Equity Investments in Unconsolidated Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Combined Financial Information for Unconsolidated Joint Ventures, Balance Sheets and Statements of Operations | The combined condensed financial information for our unconsolidated joint ventures is summarized as follows: Balance Sheets September 30, 2023 December 31, 2022 (In thousands) ASSETS R2G RGMZ Total R2G RGMZ Total Investment in real estate, net $ 816,659 $ 215,689 $ 1,032,348 $ 822,707 $ 215,059 $ 1,037,766 Other assets 96,444 78,771 175,215 102,355 80,094 182,449 Total Assets $ 913,103 $ 294,460 $ 1,207,563 $ 925,062 $ 295,153 $ 1,220,215 LIABILITIES AND OWNERS’ EQUITY Notes payable $ 80,149 $ 187,484 $ 267,633 $ 80,053 $ 185,227 $ 265,280 Other liabilities 47,021 7,312 54,333 43,054 6,172 49,226 Owners’ equity 785,933 99,664 885,597 801,955 103,754 905,709 Total Liabilities and Owners’ Equity $ 913,103 $ 294,460 $ 1,207,563 $ 925,062 $ 295,153 $ 1,220,215 RPT’s equity investments in unconsolidated joint ventures $ 408,063 $ 6,341 $ 414,404 $ 416,487 $ 6,602 $ 423,089 Three Months Ended September 30, Statements of Operations 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Total revenue $ 21,072 $ 5,423 $ 26,495 $ 17,270 $ 5,512 $ 22,782 Total expenses 16,401 3,362 19,763 13,006 3,684 16,690 Operating income 4,671 2,061 6,732 4,264 1,828 6,092 Interest expense (620) (3,690) (4,310) (620) (2,669) (3,289) Loss on extinguishment of debt — — — — (318) (318) Income tax benefit (expense) — (63) (63) — (29) (29) Net income (loss) $ 4,051 $ (1,692) $ 2,359 $ 3,644 $ (1,188) $ 2,456 Preferred member dividends 56 8 64 41 11 52 Net income (loss) available to common members $ 3,995 $ (1,700) $ 2,295 $ 3,603 $ (1,199) $ 2,404 Other Comprehensive Income Net income (loss) $ 4,051 $ (1,692) $ 2,359 $ 3,644 $ (1,188) $ 2,456 Gain on interest rate swaps, net — 460 460 — — — Comprehensive income (loss) $ 4,051 $ (1,232) $ 2,819 $ 3,644 $ (1,188) $ 2,456 RPT’s share of earnings (loss) from unconsolidated joint ventures $ 2,056 $ (108) $ 1,948 $ 1,856 $ (77) $ 1,779 Nine Months Ended September 30, Statements of Operations 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Total revenue $ 63,647 $ 17,048 $ 80,695 $ 45,726 $ 14,515 $ 60,241 Operating expenses 54,498 10,650 65,148 42,844 9,683 52,527 Operating income 9,149 6,398 15,547 2,882 4,832 7,714 Interest expense (1,860) (10,913) (12,773) (1,678) (5,915) (7,593) Loss on extinguishment of debt — — — — (318) (318) Income tax benefit (expense) — 113 113 — (35) (35) Net income (loss) $ 7,289 $ (4,402) $ 2,887 $ 1,204 $ (1,436) $ (232) Preferred member dividends 161 23 184 115 34 149 Net income (loss) available to common members $ 7,128 $ (4,425) $ 2,703 $ 1,089 $ (1,470) $ (381) Other Comprehensive Income Net income (loss) $ 7,289 $ (4,402) $ 2,887 $ 1,204 $ (1,436) $ (232) Gain on interest rate swaps, net — 2,429 2,429 — — — Comprehensive income (loss) $ 7,289 $ (1,973) $ 5,316 $ 1,204 $ (1,436) $ (232) RPT’s share of earnings (loss) from unconsolidated joint ventures $ 3,670 $ (282) $ 3,388 $ 561 $ (94) $ 467 |
Schedule of Unconsolidated Joint Venture Property Acquisitions | The following table provides a summary of our disposition activity for the nine months ended September 30, 2023: Gross Property Name Location GLA Acreage Date Sold Sales Price Gain on Sale (In thousands) (In thousands) Lakeland Park Center - Outparcel (1) Lakeland, FL 20 N/A 2/22/23 $ 3,687 $ 297 Total income producing dispositions 20 — $ 3,687 $ 297 Lakeland Park Center - Land Parcel Lakeland, FL N/A 2.6 4/14/23 $ 2,200 $ 603 Total land dispositions — 2.6 $ 2,200 $ 603 Total dispositions 20 2.6 $ 5,887 $ 900 (1) We contributed a net lease retail asset that was subdivided from a wholly-owned shopping center to our RGMZ Venture REIT LLC ( “RGMZ”) joint venture . The property contributed was an income producing property in which we owned the depreciable real estate. Refer to Note 4 of these notes to the condensed consolidated financial statements for additional information. The following table provides a summary of RGMZ’s acquisitions during the nine months ended September 30, 2023: Gross Property Name Location GLA Date Acquired Contract Price (1) Purchase Price Debt Issued (In thousands) (In thousands) RPT Realty - 1 Income Producing Property Lakeland, FL 20 2/22/23 $ 3,687 $ 3,856 $ (2,397) Total RGMZ acquisitions 20 $ 3,687 $ 3,856 $ (2,397) (1) Contract price does not include purchase price adjustments made at closing and capitalized closing costs. |
Schedule of Total Aggregate Fair Value of Acquisitions Allocated and Reflected in Accordance with Accounting Guidance for Business Combinations | At the time of RGMZ acquisitions, these assets and liabilities were considered Level 3 fair value measurements: As of Acquisition Date (In thousands) Land $ 903 Buildings and improvements 2,673 Lease origination costs 303 Below market leases (23) Net assets acquired $ 3,856 |
Schedule of Fixed Rate Mortgages | The following table summarizes R2G’s fixed rate mortgages: September 30, 2023 December 31, 2022 Mortgage Debt Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Village Shoppes of Canton 3/1/2029 $ 22,050 2.81 % $ 22,050 2.81 % East Lake Woodlands 12/1/2031 12,750 2.94 % 12,750 2.94 % South Pasadena 12/1/2031 16,330 2.94 % 16,330 2.94 % Bedford Marketplace 3/1/2032 29,975 2.93 % 29,975 2.93 % $ 81,105 2.90 % $ 81,105 2.90 % Unamortized deferred financing costs (956) (1,052) $ 80,149 $ 80,053 The following table summarizes our mortgage, notes payable, revolving credit facility and finance lease obligation as of September 30, 2023 and December 31, 2022: Notes Payable and Finance Lease Obligation September 30, December 31, (In thousands) Senior unsecured notes $ 511,500 $ 511,500 Unsecured term loan facilities 310,000 310,000 Fixed rate mortgage 2,673 3,290 Unsecured revolving credit facility 28,000 35,000 852,173 859,790 Unamortized premium 49 77 Unamortized deferred financing costs (4,490) (5,271) Total notes payable, net $ 847,732 $ 854,596 Finance lease obligation $ 763 $ 763 The following table summarizes the Company’s senior unsecured notes: September 30, 2023 December 31, 2022 Senior Unsecured Notes Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Senior unsecured notes 6/27/2025 $ 31,500 4.27 % $ 31,500 4.27 % Senior unsecured notes 7/6/2025 50,000 4.20 % 50,000 4.20 % Senior unsecured notes 9/30/2025 50,000 4.09 % 50,000 4.09 % Senior unsecured notes 5/28/2026 50,000 4.74 % 50,000 4.74 % Senior unsecured notes 11/18/2026 25,000 4.28 % 25,000 4.28 % Senior unsecured notes 12/21/2027 30,000 4.57 % 30,000 4.57 % Senior unsecured notes 11/30/2028 75,000 3.64 % 75,000 3.64 % Senior unsecured notes 12/21/2029 20,000 4.72 % 20,000 4.72 % Senior unsecured notes 12/27/2029 50,000 4.15 % 50,000 4.15 % Senior unsecured notes 11/30/2030 75,000 3.70 % 75,000 3.70 % Senior unsecured notes 11/30/2031 55,000 3.82 % 55,000 3.82 % $ 511,500 4.09 % $ 511,500 4.09 % Unamortized deferred financing costs (2,322) (2,667) $ 509,178 $ 508,833 The following table summarizes the Company’s $310.0 million unsecured term loan facilities (the “term loan facilities”) and $500.0 million revolving credit facility (the “revolving credit facility”): September 30, 2023 December 31, 2022 Unsecured Credit Facilities Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Unsecured term loan - fixed rate (1) 11/6/2026 $ 50,000 2.50 % $ 50,000 2.50 % Unsecured term loan - fixed rate (2) 2/5/2027 100,000 2.61 % 100,000 2.61 % Unsecured term loan - fixed rate (3) 8/18/2027 50,000 2.52 % 50,000 2.52 % Unsecured term loan - fixed rate (4) 2/18/2028 110,000 3.66 % 110,000 2.80 % $ 310,000 2.95 % $ 310,000 2.65 % Unamortized deferred financing costs (2,168) (2,604) Term loans, net $ 307,832 $ 307,396 Revolving credit facility - variable rate 8/18/2026 $ 28,000 6.48 % $ 35,000 5.48 % (1) Swapped to a weighted average fixed rate of 1.20%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (2) Swapped to a weighted average fixed rate of 1.31%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (3) Swapped to a weighted average fixed rate of 1.22%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (4) Swapped to a weighted average fixed rate of 2.36%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. The following table summarizes the Company’s fixed rate mortgage: September 30, 2023 December 31, 2022 Mortgage Debt Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Nagawaukee II 6/1/2026 $ 2,673 5.80 % $ 3,290 5.80 % $ 2,673 5.80 % $ 3,290 5.80 % Unamortized premium 49 77 $ 2,722 $ 3,367 |
Schedule of Information of Fees Earned | The following table provides information for our fees earned which are reported in our condensed consolidated statements of operations and comprehensive income: Three Months Ended September 30, 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Management fees $ 839 $ 207 $ 1,046 $ 644 $ 183 $ 827 Leasing fees 485 46 531 128 145 273 Construction fees 9 — 9 131 — 131 Total $ 1,333 $ 253 $ 1,586 $ 903 $ 328 $ 1,231 Nine Months Ended September 30, 2023 2022 (In thousands) R2G RGMZ Total R2G RGMZ Total Management fees $ 2,402 $ 618 $ 3,020 $ 1,643 $ 493 $ 2,136 Leasing fees 1,373 102 1,475 425 156 581 Construction fees 277 — 277 131 — 131 Total $ 4,052 $ 720 $ 4,772 $ 2,199 $ 649 $ 2,848 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table summarizes R2G’s fixed rate mortgages: September 30, 2023 December 31, 2022 Mortgage Debt Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Village Shoppes of Canton 3/1/2029 $ 22,050 2.81 % $ 22,050 2.81 % East Lake Woodlands 12/1/2031 12,750 2.94 % 12,750 2.94 % South Pasadena 12/1/2031 16,330 2.94 % 16,330 2.94 % Bedford Marketplace 3/1/2032 29,975 2.93 % 29,975 2.93 % $ 81,105 2.90 % $ 81,105 2.90 % Unamortized deferred financing costs (956) (1,052) $ 80,149 $ 80,053 The following table summarizes our mortgage, notes payable, revolving credit facility and finance lease obligation as of September 30, 2023 and December 31, 2022: Notes Payable and Finance Lease Obligation September 30, December 31, (In thousands) Senior unsecured notes $ 511,500 $ 511,500 Unsecured term loan facilities 310,000 310,000 Fixed rate mortgage 2,673 3,290 Unsecured revolving credit facility 28,000 35,000 852,173 859,790 Unamortized premium 49 77 Unamortized deferred financing costs (4,490) (5,271) Total notes payable, net $ 847,732 $ 854,596 Finance lease obligation $ 763 $ 763 The following table summarizes the Company’s senior unsecured notes: September 30, 2023 December 31, 2022 Senior Unsecured Notes Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Senior unsecured notes 6/27/2025 $ 31,500 4.27 % $ 31,500 4.27 % Senior unsecured notes 7/6/2025 50,000 4.20 % 50,000 4.20 % Senior unsecured notes 9/30/2025 50,000 4.09 % 50,000 4.09 % Senior unsecured notes 5/28/2026 50,000 4.74 % 50,000 4.74 % Senior unsecured notes 11/18/2026 25,000 4.28 % 25,000 4.28 % Senior unsecured notes 12/21/2027 30,000 4.57 % 30,000 4.57 % Senior unsecured notes 11/30/2028 75,000 3.64 % 75,000 3.64 % Senior unsecured notes 12/21/2029 20,000 4.72 % 20,000 4.72 % Senior unsecured notes 12/27/2029 50,000 4.15 % 50,000 4.15 % Senior unsecured notes 11/30/2030 75,000 3.70 % 75,000 3.70 % Senior unsecured notes 11/30/2031 55,000 3.82 % 55,000 3.82 % $ 511,500 4.09 % $ 511,500 4.09 % Unamortized deferred financing costs (2,322) (2,667) $ 509,178 $ 508,833 The following table summarizes the Company’s $310.0 million unsecured term loan facilities (the “term loan facilities”) and $500.0 million revolving credit facility (the “revolving credit facility”): September 30, 2023 December 31, 2022 Unsecured Credit Facilities Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Unsecured term loan - fixed rate (1) 11/6/2026 $ 50,000 2.50 % $ 50,000 2.50 % Unsecured term loan - fixed rate (2) 2/5/2027 100,000 2.61 % 100,000 2.61 % Unsecured term loan - fixed rate (3) 8/18/2027 50,000 2.52 % 50,000 2.52 % Unsecured term loan - fixed rate (4) 2/18/2028 110,000 3.66 % 110,000 2.80 % $ 310,000 2.95 % $ 310,000 2.65 % Unamortized deferred financing costs (2,168) (2,604) Term loans, net $ 307,832 $ 307,396 Revolving credit facility - variable rate 8/18/2026 $ 28,000 6.48 % $ 35,000 5.48 % (1) Swapped to a weighted average fixed rate of 1.20%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (2) Swapped to a weighted average fixed rate of 1.31%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (3) Swapped to a weighted average fixed rate of 1.22%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. (4) Swapped to a weighted average fixed rate of 2.36%, plus a 0.10% SOFR Index adjustment and a credit spread of 1.20%, based on a leverage grid at September 30, 2023. The following table summarizes the Company’s fixed rate mortgage: September 30, 2023 December 31, 2022 Mortgage Debt Maturity Date Principal Balance Interest Rate/Weighted Average Interest Rate Principal Balance Interest Rate/Weighted Average Interest Rate (In thousands) (In thousands) Nagawaukee II 6/1/2026 $ 2,673 5.80 % $ 3,290 5.80 % $ 2,673 5.80 % $ 3,290 5.80 % Unamortized premium 49 77 $ 2,722 $ 3,367 |
Scheduled Principal Payments on Mortgages and Notes Payable | The following table presents scheduled principal payments on mortgages, notes payable and revolving credit facility as of September 30, 2023: Year Ending December 31, (In thousands) 2023 (remaining) $ 212 2024 879 2025 132,431 2026 (1) 153,651 2027 180,000 Thereafter 385,000 Subtotal debt 852,173 Unamortized mortgage premium 49 Unamortized deferred financing costs (4,490) Total $ 847,732 (1) Scheduled maturities in 2026 include the $28.0 million balance on the unsecured revolving credit facility drawn as of September 30, 2023. The unsecured revolving credit facility has two six-month extensions available at the Company’s option provided compliance with financial covenants is maintained. |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Recorded Amount of Assets and Liabilities Measured at Fair Value on Recurring Basis | The table below presents the recorded amount of assets and liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022: Total Level 2 Balance Sheet Location September 30, 2023 (In thousands) Derivative assets - interest rate swaps Other assets $ 24,362 $ 24,362 Derivative liabilities - interest rate swaps Other liabilities $ — $ — December 31, 2022 Derivative assets - interest rate swaps Other assets $ 21,828 $ 21,828 Derivative liabilities - interest rate swaps Other liabilities $ — $ — |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Values and Fair Values of Derivative Financial Instruments | The following table summarizes the notional values and fair values of our derivative financial instruments as of September 30, 2023: Hedge Reference Rate Notional Fixed Fair Expiration Underlying Debt (In thousands) (In thousands) Derivative Assets Unsecured term loan Cash Flow SOFR $ 30,000 1.165 % $ 1,323 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.169 % 442 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.182 % 441 11/2024 Unsecured term loan Cash Flow SOFR 25,000 1.210 % 1,226 01/2025 Unsecured term loan Cash Flow SOFR 25,000 1.239 % 1,216 01/2025 Unsecured term loan Cash Flow SOFR 50,000 1.201 % 4,817 11/2026 Unsecured term loan Cash Flow SOFR 25,000 1.308 % 2,418 01/2027 Unsecured term loan Cash Flow SOFR 50,000 1.289 % 4,824 01/2027 Unsecured term loan Cash Flow SOFR 25,000 1.335 % 2,399 01/2027 Unsecured term loan Cash Flow SOFR 30,000 3.344 % 1,189 02/2028 Unsecured term loan Cash Flow SOFR 30,000 3.359 % 1,176 02/2028 $ 310,000 $ 21,471 Derivative Assets - Forward Swaps Unsecured term loan Cash Flow SOFR $ 50,000 2.855 % $ 1,279 08/2027 Unsecured term loan Cash Flow SOFR 50,000 2.865 % 1,612 02/2028 Total Derivative Assets $ 410,000 $ 24,362 The following table summarizes the notional values and fair values of our derivative financial instruments as of December 31, 2022: Hedge Reference Rate Notional Fixed Fair Expiration Underlying Debt (In thousands) (In thousands) Derivative Assets Unsecured term loan Cash Flow LIBOR $ 60,000 1.770 % $ 264 03/2023 Unsecured term loan Cash Flow SOFR 30,000 1.165 % 1,761 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.169 % 587 11/2024 Unsecured term loan Cash Flow SOFR 10,000 1.182 % 585 11/2024 Unsecured term loan Cash Flow SOFR 25,000 1.210 % 1,529 01/2025 Unsecured term loan Cash Flow SOFR 25,000 1.239 % 1,512 01/2025 Unsecured term loan Cash Flow SOFR 50,000 1.201 % 4,694 11/2026 Unsecured term loan Cash Flow SOFR 25,000 1.308 % 2,316 01/2027 Unsecured term loan Cash Flow SOFR 50,000 1.289 % 4,634 01/2027 Unsecured term loan Cash Flow SOFR 25,000 1.335 % 2,292 01/2027 $ 310,000 $ 20,174 Derivative Assets - Forward Swaps Unsecured term loan Cash Flow SOFR $ 50,000 2.855 % $ 367 08/2027 Unsecured term loan Cash Flow SOFR 30,000 3.344 % 421 02/2028 Unsecured term loan Cash Flow SOFR 30,000 3.359 % 407 02/2028 Unsecured term loan Cash Flow SOFR 50,000 2.865 % 459 02/2028 $ 470,000 $ 21,828 |
Schedule of Effect of Derivative Financial Instruments on Condensed Consolidated Statements of Operations | The effect of derivative financial instruments on our condensed consolidated statements of operations and comprehensive income for the three months ended September 30, 2023 and 2022 is summarized as follows: Amount of Gain (Loss) Location of Gain Amount of Gain (Loss) Derivatives in Cash Flow Hedging Relationship Three Months Ended September 30, Three Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Interest rate contracts - assets $ 5,372 $ 8,159 Interest expense $ (2,826) $ (658) Interest rate contracts - liabilities — — Interest expense — — Equity investments in unconsolidated joint ventures 50 — (Loss) earnings from unconsolidated joint ventures (21) — Total $ 5,422 $ 8,159 Total $ (2,847) $ (658) The effect of derivative financial instruments on our condensed consolidated statements of operations and comprehensive income for the nine months ended September 30, 2023 and 2022 is summarized as follows: Amount of Gain (Loss) Location of Gain Amount of Gain (Loss) Derivatives in Cash Flow Hedging Relationship Nine Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Interest rate contracts - assets $ 10,139 $ 21,037 Interest expense $ (7,605) $ 570 Interest rate contracts - liabilities 224 2,477 Interest expense (224) 235 Equity investments in unconsolidated joint ventures 188 — (Loss) earnings from unconsolidated joint ventures (33) — Total $ 10,551 $ 23,514 Total $ (7,862) $ 805 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Future Minimum Revenue From Rentals Under Non-cancelable Operating Leases | Approximate future minimum revenues from rentals under non-cancelable operating leases in effect at September 30, 2023, assuming no new or renegotiated leases or option extensions on lease agreements and no early lease terminations were as follows: Year Ending December 31, (In thousands) 2023 (remaining) $ 37,516 2024 147,155 2025 129,513 2026 111,377 2027 88,810 Thereafter 235,321 Total $ 749,692 |
Schedule of Components of Lease Expense | The components of lease expense were as follows: Three Months Ended September 30, Nine Months Ended September 30, Statements of Operations Classification 2023 2022 2023 2022 (In thousands) Operating ground lease cost Non-recoverable operating expense $ 291 $ 291 $ 872 $ 872 Operating administrative lease cost General and administrative expense 149 164 459 490 Finance lease cost Interest Expense 10 11 30 32 Supplemental cash flow information related to leases is as follows: Nine Months Ended September 30, 2023 2022 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,153 $ 1,174 Operating cash flows from finance lease — — Financing cash flows from finance lease — — |
Schedule of Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases is as follows: Balance Sheet Classification September 30, 2023 December 31, 2022 (In thousands) ASSETS Operating lease assets Operating lease right-of-use assets $ 16,759 $ 17,269 Finance lease asset Land 10,095 10,095 Total leased assets $ 26,854 $ 27,364 LIABILITIES Operating lease liabilities Operating lease liabilities $ 16,684 $ 17,016 Finance lease liability Finance lease obligation 763 763 Total lease liabilities $ 17,447 $ 17,779 Weighted Average Remaining Lease Terms Operating leases 74 years 73 years Finance lease 9 years 10 years Weighted Average Incremental Borrowing Rate Operating leases 6.27 % 6.22 % Finance lease 5.23 % 5.23 % |
Schedule of Supplemental Cash Flow Information | Maturities of lease liabilities as of September 30, 2023 were as follows: Maturity of Lease Liabilities Operating Leases Finance Lease (In thousands) 2023 (remaining) $ 374 $ 100 2024 1,118 100 2025 1,048 100 2026 1,093 100 2027 1,108 100 Thereafter 92,228 500 Total lease payments $ 96,969 $ 1,000 Less imputed interest (80,285) (237) Total $ 16,684 $ 763 |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of September 30, 2023 were as follows: Maturity of Lease Liabilities Operating Leases Finance Lease (In thousands) 2023 (remaining) $ 374 $ 100 2024 1,118 100 2025 1,048 100 2026 1,093 100 2027 1,108 100 Thereafter 92,228 500 Total lease payments $ 96,969 $ 1,000 Less imputed interest (80,285) (237) Total $ 16,684 $ 763 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands, except per share data) Net (loss) income $ (6,296) $ 13,226 $ (4,977) $ 26,048 Net loss (income) attributable to noncontrolling interest 114 (251) 90 (502) Allocation of income to restricted share awards (149) (288) (444) (689) (Loss) income attributable to RPT (6,331) 12,687 (5,331) 24,857 Preferred share dividends (1,676) (1,676) (5,026) (5,026) Net (loss) income available to common shareholders - Basic and Diluted $ (8,007) $ 11,011 $ (10,357) $ 19,831 Weighted average shares outstanding, Basic 85,704 84,259 85,640 84,133 Dilutive effect of securities using the treasury method (1) — 596 — 728 Weighted average shares outstanding, Diluted 85,704 84,855 85,640 84,861 (Loss) income per common share, Basic $ (0.09) $ 0.13 $ (0.12) $ 0.24 (Loss) income per common share, Diluted $ (0.09) $ 0.13 $ (0.12) $ 0.23 (1) The Company uses the treasury stock method to determine the dilution resulting from restricted stock awards and forward sales under the Current ATM Program during the period of time prior to settlement. For each period, the amount of securities determined using the treasury stock method is not included in the diluted per share calculation where the effect of their inclusion would be anti-dilutive. |
Schedule of Outstanding Securities that were Excluded from Computation of Diluted Earnings Per Share | The following table presents the outstanding securities that were excluded from the computation of diluted earnings per share and the number of common shares each was convertible into (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Outstanding Convertible Outstanding Convertible Outstanding Convertible Outstanding Convertible Operating Partnership Units 1,604 1,604 1,609 1,609 1,604 1,604 1,609 1,609 Series D Preferred Shares 1,849 7,017 1,849 7,017 1,849 7,017 1,849 7,017 Restricted Stock Awards 3,882 2,249 — — 3,882 2,091 — — 7,335 10,870 3,458 8,626 7,335 10,712 3,458 8,626 |
Share-based Compensation Plans
Share-based Compensation Plans (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Weighted Average Assumptions | The fair value of each grant for the reported periods is estimated on the date of grant using the Monte Carlo simulation model using the weighted average assumptions noted in the following table: Nine Months Ended September 30, 2023 2022 Closing share price $9.14 - $10.74 $11.95 - $12.71 Expected dividend rate — % — % Expected stock price volatility 39.5% - 46.4% 58.5% - 61.6% Risk-free interest rate 3.8% - 4.7% 1.4% - 2.8% Expected life (years) 2.65 - 2.84 2.59 - 2.84 |
Organization and Basis of Pre_3
Organization and Basis of Presentations (Details) $ / shares in Units, ft² in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Aug. 28, 2023 $ / shares shares | Feb. 28, 2022 USD ($) | Sep. 30, 2023 USD ($) ft² shopping_center $ / shares | Sep. 30, 2023 USD ($) ft² property shopping_center $ / shares | Dec. 31, 2022 $ / shares | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common shares of beneficial interest, par (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Number of owned properties | property | 49 | ||||
Aggregate portfolio, percent leased | 93.50% | 93.50% | |||
Sale of stock, maximum potential consideration | $ | $ 150 | ||||
Proceeds from issuance or sale of equity | $ | $ 133 | $ 133 | |||
Kimco Realty Corporation | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common shares of beneficial interest, par (in usd per share) | $ 0.01 | ||||
Common stock exchange ratio (in shares) | shares | 0.6049 | ||||
Preferred shares, par (in usd per share) | $ 0.01 | ||||
Convertible preferred stock, shares received upon conversion (in shares) | shares | 0.001 | ||||
Merger related costs | $ | $ 8.2 | $ 8.2 | |||
Series D Preferred Shares | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Cumulative convertible perpetual preferred shares, dividend rate | 7.25% | 7.25% | |||
Preferred shares, par (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Series D Preferred Shares | Kimco Realty Corporation | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common shares of beneficial interest, par (in usd per share) | $ 0.01 | ||||
Cumulative convertible perpetual preferred shares, dividend rate | 7.25% | ||||
Preferred shares, par (in usd per share) | $ 0.01 | ||||
RPT Realty, L.P. | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Ownership interest in RPT Realty, L. P. | 98.20% | 98.20% | |||
Shopping Centers | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Number of multi-tenant shopping centers | shopping_center | 13 | 13 | |||
Shopping Centers | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Number of real estate properties owned and managed | shopping_center | 43 | 43 | |||
Area of real estate property (in sq feet) | ft² | 14.9 | 14.9 |
Real Estate (Details)
Real Estate (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) property | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Real Estate [Abstract] | ||||
Provision for impairment | $ 0 | $ 0 | $ 0 | |
Constructions in progress | 16,000,000 | 16,000,000 | $ 14,600,000 | |
Land available for development | 21,700,000 | $ 21,700,000 | 23,200,000 | |
Number of property, held-for-sale | property | 1 | |||
Real estate held for sale | $ 4,800,000 | $ 4,800,000 | $ 3,115,000 |
Property Acquisitions and Dis_3
Property Acquisitions and Dispositions (Details) a in Thousands, $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) a ft² | |
Income Producing Property Dispositions | |
Business Acquisition [Line Items] | |
Area of real estate property (in sq feet) | a | 20 |
Sales Price | $ 3,687 |
Gain on Sale | $ 297 |
Income Producing Property Dispositions | Lakeland Park Center | |
Business Acquisition [Line Items] | |
Area of real estate property (in sq feet) | a | 20 |
Sales Price | $ 3,687 |
Gain on Sale | $ 297 |
Land Dispositions | |
Business Acquisition [Line Items] | |
Acreage | ft² | 2.6 |
Sales Price | $ 2,200 |
Gain on Sale | $ 603 |
Land Dispositions | Lakeland Park Center | |
Business Acquisition [Line Items] | |
Acreage | ft² | 2.6 |
Sales Price | $ 2,200 |
Gain on Sale | $ 603 |
Income Producing Property and Land and Outparcel Dispositions | |
Business Acquisition [Line Items] | |
Area of real estate property (in sq feet) | a | 20 |
Acreage | ft² | 2.6 |
Sales Price | $ 5,887 |
Gain on Sale | $ 900 |
Equity Investments in Unconso_3
Equity Investments in Unconsolidated Joint Ventures - Additional Information (Details) ft² in Thousands | 9 Months Ended | |
Sep. 30, 2023 USD ($) ft² property joint_venture instrument shopping_center disposition $ / ft² | Dec. 31, 2022 USD ($) joint_venture | |
Schedule of Equity Method Investments [Line Items] | ||
Number of joint ventures | joint_venture | 2 | 2 |
Number of owned properties | property | 49 | |
Number of dispositions | disposition | 0 | |
Unsecured revolving credit facility | $ 28,000,000 | $ 35,000,000 |
Percentage of management fee of gross asset value | 0.15% | |
Rentable space | ft² | 17 | |
Renewal lease fee (in dollars per sq ft) | $ / ft² | 1 | |
New lease grocer fee (in dollars per sq ft) | $ / ft² | 5 | |
New lease non-grocer fee (in dollars per sq ft) | $ / ft² | 4 | |
Revolving Credit Facility | ||
Schedule of Equity Method Investments [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 | |
Interest Rate Contract | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of interest rate swap agreements | instrument | 11 | |
Derivative, notional amount | $ 310,000,000 | |
Shopping Centers | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of multi-tenant shopping centers | shopping_center | 13 | |
Joint Venture One | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest | 51.50% | 6.40% |
RGMZ | ||
Schedule of Equity Method Investments [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 350,000,000 | |
Total capacity of future potential commitment | 600,000,000 | |
Unsecured revolving credit facility | 168,500,000 | |
Increase to secured credit facility | $ 2,400,000 | |
Stated interest rate | 6.73% | |
Leasing fees for new renewal | 5% | |
Leasing fees for renewal leases | 2.50% | |
Lease operating expenses year | 10 years | |
Percentage of management fee of gross asset value | 0.25% | |
RGMZ | Mortgages | ||
Schedule of Equity Method Investments [Line Items] | ||
Stated interest rate | 3.56% | |
Aggregate principal amount | $ 20,400,000 | $ 20,700,000 |
RGMZ | Interest Rate Contract | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of interest rate swap agreements | instrument | 1 | |
Derivative, notional amount | $ 80,000,000 | |
RGMZ | Interest Rate Contract | Revolving Credit Facility | ||
Schedule of Equity Method Investments [Line Items] | ||
Weighted average fixed interest rate | 3.62% | |
SOFR index adjustment | 0.10% | |
Basis spread on variable rate | 2.25% | |
R2G | ||
Schedule of Equity Method Investments [Line Items] | ||
Stake percentage maintains management fee | 4% | |
Leasing fees for new renewal | 6% | |
Leasing fees for renewal leases | 2.50% | |
Lease operating expenses year | 10 years |
Equity Investments in Unconso_4
Equity Investments in Unconsolidated Joint Ventures - Schedule of Combined Financial Information of Unconsolidated Entities, Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
ASSETS | ||
Investment in real estate, net | $ 1,310,880 | $ 1,330,806 |
Other assets | 111,694 | 109,443 |
TOTAL ASSETS | 1,909,177 | 1,946,439 |
LIABILITIES AND OWNERS’ EQUITY | ||
Notes payable | 847,732 | 854,596 |
Other liabilities | 968,921 | 967,786 |
Owners’ equity | 922,830 | 960,513 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 1,909,177 | 1,946,439 |
RPT’s equity investments in unconsolidated joint ventures | 414,404 | 423,089 |
R2G | ||
LIABILITIES AND OWNERS’ EQUITY | ||
RPT’s equity investments in unconsolidated joint ventures | 408,063 | 416,487 |
RGMZ | ||
LIABILITIES AND OWNERS’ EQUITY | ||
RPT’s equity investments in unconsolidated joint ventures | 6,341 | 6,602 |
R2G | ||
ASSETS | ||
Investment in real estate, net | 816,659 | 822,707 |
Other assets | 96,444 | 102,355 |
TOTAL ASSETS | 913,103 | 925,062 |
LIABILITIES AND OWNERS’ EQUITY | ||
Notes payable | 80,149 | 80,053 |
Other liabilities | 47,021 | 43,054 |
Owners’ equity | 785,933 | 801,955 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 913,103 | 925,062 |
RGMZ | ||
ASSETS | ||
Investment in real estate, net | 215,689 | 215,059 |
Other assets | 78,771 | 80,094 |
TOTAL ASSETS | 294,460 | 295,153 |
LIABILITIES AND OWNERS’ EQUITY | ||
Notes payable | 187,484 | 185,227 |
Other liabilities | 7,312 | 6,172 |
Owners’ equity | 99,664 | 103,754 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 294,460 | 295,153 |
Total | ||
ASSETS | ||
Investment in real estate, net | 1,032,348 | 1,037,766 |
Other assets | 175,215 | 182,449 |
TOTAL ASSETS | 1,207,563 | 1,220,215 |
LIABILITIES AND OWNERS’ EQUITY | ||
Notes payable | 267,633 | 265,280 |
Other liabilities | 54,333 | 49,226 |
Owners’ equity | 885,597 | 905,709 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,207,563 | $ 1,220,215 |
Equity Investments in Unconso_5
Equity Investments in Unconsolidated Joint Ventures - Schedule of Combined Financial Information of Unconsolidated Entities, Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Equity Method Investments [Line Items] | ||||
Total revenue | $ 54,888 | $ 54,730 | $ 158,186 | $ 166,107 |
Total expenses | 46,256 | 45,197 | 133,463 | 140,742 |
OPERATING INCOME | 8,632 | 20,677 | 25,623 | 51,599 |
Interest expense | 8,803 | 9,568 | 26,342 | 26,650 |
Loss on extinguishment of debt | 0 | (121) | 0 | (121) |
Income tax benefit (expense) | 24 | 71 | 254 | 142 |
NET (LOSS) INCOME ATTRIBUTABLE TO RPT | (6,182) | 12,975 | (4,887) | 25,546 |
Preferred member dividends | 1,676 | 1,676 | 5,026 | 5,026 |
NET (LOSS) INCOME AVAILABLE TO COMMON SHAREHOLDERS | (7,858) | 11,299 | (9,913) | 20,520 |
Net income (loss) | (6,296) | 13,226 | (4,977) | 26,048 |
Gain on interest rate swaps, net | 2,575 | 7,501 | 2,689 | 24,319 |
Comprehensive (loss) income | (3,721) | 20,727 | (2,288) | 50,367 |
RPT’s share of earnings (loss) from unconsolidated joint ventures | 1,948 | 1,779 | 3,388 | 467 |
R2G | ||||
Schedule of Equity Method Investments [Line Items] | ||||
RPT’s share of earnings (loss) from unconsolidated joint ventures | 2,056 | 1,856 | 3,670 | 561 |
RGMZ | ||||
Schedule of Equity Method Investments [Line Items] | ||||
RPT’s share of earnings (loss) from unconsolidated joint ventures | (108) | (77) | (282) | (94) |
R2G | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total revenue | 21,072 | 17,270 | 63,647 | 45,726 |
Total expenses | 16,401 | 13,006 | ||
Operating expenses | 54,498 | 42,844 | ||
OPERATING INCOME | 4,671 | 4,264 | 9,149 | 2,882 |
Interest expense | (620) | (620) | (1,860) | (1,678) |
Loss on extinguishment of debt | 0 | 0 | 0 | 0 |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
NET (LOSS) INCOME ATTRIBUTABLE TO RPT | 4,051 | 3,644 | 7,289 | 1,204 |
Preferred member dividends | 56 | 41 | 161 | 115 |
NET (LOSS) INCOME AVAILABLE TO COMMON SHAREHOLDERS | 3,995 | 3,603 | 7,128 | 1,089 |
Net income (loss) | 4,051 | 3,644 | 7,289 | 1,204 |
Gain on interest rate swaps, net | 0 | 0 | 0 | 0 |
Comprehensive (loss) income | 4,051 | 3,644 | 7,289 | 1,204 |
RGMZ | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total revenue | 5,423 | 5,512 | 17,048 | 14,515 |
Total expenses | 3,362 | 3,684 | ||
Operating expenses | 10,650 | 9,683 | ||
OPERATING INCOME | 2,061 | 1,828 | 6,398 | 4,832 |
Interest expense | (3,690) | (2,669) | (10,913) | (5,915) |
Loss on extinguishment of debt | 0 | (318) | 0 | (318) |
Income tax benefit (expense) | (63) | (29) | 113 | (35) |
NET (LOSS) INCOME ATTRIBUTABLE TO RPT | (1,692) | (1,188) | (4,402) | (1,436) |
Preferred member dividends | 8 | 11 | 23 | 34 |
NET (LOSS) INCOME AVAILABLE TO COMMON SHAREHOLDERS | (1,700) | (1,199) | (4,425) | (1,470) |
Net income (loss) | (1,692) | (1,188) | (4,402) | (1,436) |
Gain on interest rate swaps, net | 460 | 0 | 2,429 | 0 |
Comprehensive (loss) income | (1,232) | (1,188) | (1,973) | (1,436) |
Total | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total revenue | 26,495 | 22,782 | 80,695 | 60,241 |
Total expenses | 19,763 | 16,690 | ||
Operating expenses | 65,148 | 52,527 | ||
OPERATING INCOME | 6,732 | 6,092 | 15,547 | 7,714 |
Interest expense | (4,310) | (3,289) | (12,773) | (7,593) |
Loss on extinguishment of debt | 0 | (318) | 0 | (318) |
Income tax benefit (expense) | (63) | (29) | 113 | (35) |
NET (LOSS) INCOME ATTRIBUTABLE TO RPT | 2,359 | 2,456 | 2,887 | (232) |
Preferred member dividends | 64 | 52 | 184 | 149 |
NET (LOSS) INCOME AVAILABLE TO COMMON SHAREHOLDERS | 2,295 | 2,404 | 2,703 | (381) |
Net income (loss) | 2,359 | 2,456 | 2,887 | (232) |
Gain on interest rate swaps, net | 460 | 0 | 2,429 | 0 |
Comprehensive (loss) income | $ 2,819 | $ 2,456 | $ 5,316 | $ (232) |
Equity Investments in Unconso_6
Equity Investments in Unconsolidated Joint Ventures - Schedule of Unconsolidated Joint Venture Acquisition Activity (Details) - RGMZ a in Thousands, $ in Thousands | 9 Months Ended | |
Feb. 22, 2023 USD ($) a | Sep. 30, 2023 USD ($) a | |
Schedule of Equity Method Investments [Line Items] | ||
Area of real estate property (in sq feet) | a | 20 | |
Gross Contract Price | $ 3,687 | |
Gross Purchase Price | 3,856 | |
Gross Debt Issued | $ (2,397) | |
RPT Realty - 1 Income Producing Property | ||
Schedule of Equity Method Investments [Line Items] | ||
Area of real estate property (in sq feet) | a | 20 | |
Gross Contract Price | $ 3,687 | |
Gross Purchase Price | 3,856 | |
Gross Debt Issued | $ (2,397) |
Equity Investments in Unconso_7
Equity Investments in Unconsolidated Joint Ventures - Total Aggregate Fair Value of Acquisitions Allocated and Reflected in Accordance with Accounting Guidance for Business Combinations (Details) - Equity investments in unconsolidated joint ventures - Fair Value, Inputs, Level 3 $ in Thousands | Sep. 30, 2023 USD ($) |
RGMZ | |
Schedule of Equity Method Investments [Line Items] | |
Land | $ 903 |
Buildings and improvements | 2,673 |
Lease origination costs | 303 |
Net assets acquired | 3,856 |
R2G | |
Schedule of Equity Method Investments [Line Items] | |
Below market leases | $ (23) |
Equity Investments in Unconso_8
Equity Investments in Unconsolidated Joint Ventures - Fixed Rate Mortgages (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 852,173 | $ 859,790 |
Total notes payable, net | 847,732 | 854,596 |
Mortgages | ||
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 2,673 | $ 3,290 |
Weighted Average Interest Rate | 5.80% | 5.80% |
Total notes payable, net | $ 2,722 | $ 3,367 |
Mortgages | R2G | ||
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 81,105 | $ 81,105 |
Weighted Average Interest Rate | 2.90% | 2.90% |
Unamortized deferred financing costs | $ (956) | $ (1,052) |
Total notes payable, net | 80,149 | 80,053 |
Mortgages | R2G | Village Shoppes of Canton | ||
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 22,050 | $ 22,050 |
Interest Rate | 2.81% | 2.81% |
Mortgages | R2G | East Lake Woodlands | ||
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 12,750 | $ 12,750 |
Interest Rate | 2.94% | 2.94% |
Mortgages | R2G | South Pasadena | ||
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 16,330 | $ 16,330 |
Interest Rate | 2.94% | 2.94% |
Mortgages | R2G | Bedford Marketplace | ||
Schedule of Equity Method Investments [Line Items] | ||
Principal Balance | $ 29,975 | $ 29,975 |
Interest Rate | 2.93% | 2.93% |
Equity Investments in Unconso_9
Equity Investments in Unconsolidated Joint Ventures - Information of Fees Earned (Details) - Unconsolidated Joint Ventures - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
R2G | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | $ 1,333 | $ 903 | $ 4,052 | $ 2,199 |
R2G | Management fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 839 | 644 | 2,402 | 1,643 |
R2G | Leasing fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 485 | 128 | 1,373 | 425 |
R2G | Construction fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 9 | 131 | 277 | 131 |
RGMZ | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 253 | 328 | 720 | 649 |
RGMZ | Management fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 207 | 183 | 618 | 493 |
RGMZ | Leasing fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 46 | 145 | 102 | 156 |
RGMZ | Construction fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 0 | 0 | 0 | 0 |
Total | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 1,586 | 1,231 | 4,772 | 2,848 |
Total | Management fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 1,046 | 827 | 3,020 | 2,136 |
Total | Leasing fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | 531 | 273 | 1,475 | 581 |
Total | Construction fees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total | $ 9 | $ 131 | $ 277 | $ 131 |
Debt - Schedule of Mortgages, N
Debt - Schedule of Mortgages, Notes Payable and Capital Lease Obligation (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Senior unsecured notes | $ 511,500 | $ 511,500 |
Unsecured term loan facilities | 310,000 | 310,000 |
Fixed rate mortgage | 2,673 | 3,290 |
Unsecured revolving credit facility | 28,000 | 35,000 |
Subtotal debt | 852,173 | 859,790 |
Unamortized premium | 49 | 77 |
Unamortized deferred financing costs | (4,490) | (5,271) |
Total notes payable, net | 847,732 | 854,596 |
Finance lease obligation | $ 763 | $ 763 |
Debt - Senior Unsecured Notes (
Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Principal Balance | $ 852,173 | $ 859,790 |
Total notes payable, net | 847,732 | 854,596 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 511,500 | $ 511,500 |
Weighted Average Interest Rate | 4.09% | 4.09% |
Unamortized deferred financing costs | $ (2,322) | $ (2,667) |
Total notes payable, net | 509,178 | 508,833 |
Senior Notes | Senior Unsecured Notes 4.27% Due 2025 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 31,500 | $ 31,500 |
Interest Rate | 4.27% | 4.27% |
Senior Notes | Senior Unsecured Notes 4.20% Due 2025 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 50,000 | $ 50,000 |
Interest Rate | 4.20% | 4.20% |
Senior Notes | Senior Unsecured Notes 4.09% Due 2025 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 50,000 | $ 50,000 |
Interest Rate | 4.09% | 4.09% |
Senior Notes | Senior Unsecured Notes 4.74% Due 2026 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 50,000 | $ 50,000 |
Interest Rate | 4.74% | 4.74% |
Senior Notes | Senior Unsecured Notes 4.28% Due 2026 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 25,000 | $ 25,000 |
Interest Rate | 4.28% | 4.28% |
Senior Notes | Senior Unsecured Notes 4.57% Due 2027 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 30,000 | $ 30,000 |
Interest Rate | 4.57% | 4.57% |
Senior Notes | Senior Unsecured Notes 3.64% Due 2028 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 75,000 | $ 75,000 |
Interest Rate | 3.64% | 3.64% |
Senior Notes | Senior Unsecured Notes 4.72% Due 2029 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 20,000 | $ 20,000 |
Interest Rate | 4.72% | 4.72% |
Senior Notes | Senior Unsecured Notes 4.15% Due 2029 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 50,000 | $ 50,000 |
Interest Rate | 4.15% | 4.15% |
Senior Notes | Senior Unsecured Notes 3.70% Due 2030 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 75,000 | $ 75,000 |
Interest Rate | 3.70% | 3.70% |
Senior Notes | Senior Unsecured Notes 3.82% Due 2031 | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 55,000 | $ 55,000 |
Interest Rate | 3.82% | 3.82% |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facility (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Principal Balance | $ 852,173 | $ 859,790 |
Total notes payable, net | 847,732 | 854,596 |
Unsecured revolving credit facility | 28,000 | 35,000 |
Revolving Credit Facility | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 310,000 | $ 310,000 |
Weighted Average Interest Rate | 2.95% | 2.65% |
Unamortized deferred financing costs | $ (2,168) | $ (2,604) |
Total notes payable, net | 307,832 | 307,396 |
Revolving Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Unsecured revolving credit facility | 28,000 | 35,000 |
Revolving Credit Facility | Unsecured Term Loan June Due 2026 | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 50,000 | $ 50,000 |
Interest Rate | 2.50% | 2.50% |
Weighted average fixed interest rate | 1.20% | |
SOFR index adjustment | 0.10% | |
Basis spread on variable rate | 1.20% | |
Revolving Credit Facility | Unsecured Term Loan February Due 2027 | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 100,000 | $ 100,000 |
Interest Rate | 2.61% | 2.61% |
Weighted average fixed interest rate | 1.31% | |
SOFR index adjustment | 0.10% | |
Basis spread on variable rate | 1.20% | |
Revolving Credit Facility | Unsecured Term Loan August Due 2027 | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 50,000 | $ 50,000 |
Interest Rate | 2.52% | 2.52% |
Weighted average fixed interest rate | 1.22% | |
SOFR index adjustment | 0.10% | |
Basis spread on variable rate | 1.20% | |
Revolving Credit Facility | Unsecured Term Loan February Due 2028 | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 110,000 | $ 110,000 |
Interest Rate | 3.66% | 2.80% |
Weighted average fixed interest rate | 2.36% | |
SOFR index adjustment | 0.10% | |
Basis spread on variable rate | 1.20% | |
Revolving Credit Facility | Revolving Credit Facility - Variable Rate August Due 2026 | Line of Credit | ||
Debt Instrument [Line Items] | ||
Unsecured revolving credit facility | $ 28,000 | $ 35,000 |
Interest rate at period end | 6.48% | 5.48% |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Unsecured revolving credit facility | $ 28,000,000 | $ 35,000,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Line of credit facility, remaining borrowing capacity | 472,000,000 | |
Line of credit facility, maximum borrowing capacity | 500,000,000 | |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Unsecured revolving credit facility | 28,000,000 | $ 35,000,000 |
Secured credit facility | (7,000,000) | |
Line of Credit | Letter of Credit | ||
Debt Instrument [Line Items] | ||
Unsecured revolving credit facility | 0 | |
Fixed Rate Mortgage Debt | ||
Debt Instrument [Line Items] | ||
Net book value | $ 16,600,000 |
Debt - Mortgages (Details)
Debt - Mortgages (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Principal Balance | $ 852,173 | $ 859,790 |
Unamortized premium | 49 | 77 |
Total notes payable, net | 847,732 | 854,596 |
Mortgages | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 2,673 | $ 3,290 |
Weighted Average Interest Rate | 5.80% | 5.80% |
Unamortized premium | $ 49 | $ 77 |
Total notes payable, net | 2,722 | 3,367 |
Mortgages | Nagawaukee II | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 2,673 | $ 3,290 |
Interest Rate | 5.80% | 5.80% |
Debt - Scheduled Principal Paym
Debt - Scheduled Principal Payments on Mortgages and Notes Payable (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 USD ($) option | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||
2023 (remaining) | $ 212 | |
2024 | 879 | |
2025 | 132,431 | |
2026 | 153,651 | |
2027 | 180,000 | |
Thereafter | 385,000 | |
Subtotal debt | 852,173 | $ 859,790 |
Unamortized mortgage premium | 49 | 77 |
Unamortized deferred financing costs | (4,490) | (5,271) |
Total notes payable, net | 847,732 | 854,596 |
Unsecured revolving credit facility | 28,000 | 35,000 |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Unsecured revolving credit facility | $ 28,000 | $ 35,000 |
Number of extension options | option | 2 | |
Extension option | 6 months |
Fair Value - Recorded Amount of
Fair Value - Recorded Amount of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] | ||
Derivative assets - interest rate swaps | $ 24,362 | $ 21,828 |
Derivative liabilities - interest rate swaps | 0 | 0 |
Other assets | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] | ||
Derivative assets - interest rate swaps | 24,362 | 21,828 |
Other liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] | ||
Derivative liabilities - interest rate swaps | $ 0 | $ 0 |
Fair Value - Additional Informa
Fair Value - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt, carrying amount | $ 847,732 | $ 854,596 |
Unsecured revolving credit facility | 28,000 | 35,000 |
Revolving Credit Facility | Line of Credit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Unsecured revolving credit facility | 28,000 | 35,000 |
Fixed Rate Mortgages | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt, carrying amount | 821,500 | 821,500 |
Long term debt, fair value | 764,800 | 763,000 |
Fixed Rate Mortgages | Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt, carrying amount | 2,700 | 3,300 |
Floating Rate Debt | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt, fair value | 28,200 | 35,300 |
Floating Rate Debt | Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt, fair value | $ 2,600 | $ 3,300 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Additional Information (Details) $ in Millions | Sep. 30, 2023 USD ($) instrument |
Interest Rate Contract | |
Derivative [Line Items] | |
Number of interest rate swap agreements | instrument | 11 |
Derivative, notional amount | $ | $ 310 |
Interest Rate Swap | |
Derivative [Line Items] | |
Number of interest rate swap agreements | instrument | 2 |
Derivative, notional amount | $ | $ 100 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Summary of Notional Values and Fair Values of Derivative Financial Instruments (Details) - Cash Flow Hedging - Designated as Hedging Instrument - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Unsecured term loan facility with: 1.770% Swap Rate, Expiration Date 03/2023 | LIBOR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 60,000,000 | |
Fixed rate | 1.77% | |
Derivative assets - interest rate swaps | $ 264,000 | |
Unsecured term loan facility with: 1.165% Swap Rate, Expiration Date 11/2024 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 30,000,000 | $ 30,000,000 |
Fixed rate | 1.165% | 1.165% |
Derivative assets - interest rate swaps | $ 1,323,000 | $ 1,761,000 |
Unsecured term loan facility with: 1.169% Swap Rate, Expiration Date 11/2024 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 10,000,000 | $ 10,000,000 |
Fixed rate | 1.169% | 1.169% |
Derivative assets - interest rate swaps | $ 442,000 | $ 587,000 |
Unsecured term loan facility with: 1.182% Swap Rate, Expiration Date 11/2024 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 10,000,000 | $ 10,000,000 |
Fixed rate | 1.182% | 1.182% |
Derivative assets - interest rate swaps | $ 441,000 | $ 585,000 |
Unsecured term loan facility with: 1.210% Swap Rate, Expiration Date 01/2025 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 25,000,000 | $ 25,000,000 |
Fixed rate | 1.21% | 1.21% |
Derivative assets - interest rate swaps | $ 1,226,000 | $ 1,529,000 |
Unsecured term loan facility with: 1.239% Swap Rate, Expiration Date 01/2025 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 25,000,000 | $ 25,000,000 |
Fixed rate | 1.239% | 1.239% |
Derivative assets - interest rate swaps | $ 1,216,000 | $ 1,512,000 |
Unsecured term loan facility with: 1.201% Swap Rate, Expiration Date 11/2026 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 50,000,000 | $ 50,000,000 |
Fixed rate | 1.201% | 1.201% |
Derivative assets - interest rate swaps | $ 4,817,000 | $ 4,694,000 |
Unsecured term loan facility with: 1.308% Swap Rate, Expiration Date 01/2027 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 25,000,000 | $ 25,000,000 |
Fixed rate | 1.308% | 1.308% |
Derivative assets - interest rate swaps | $ 2,418,000 | $ 2,316,000 |
Unsecured term loan facility with: 1.289% Swap Rate, Expiration Date 01/2027 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 50,000,000 | $ 50,000,000 |
Fixed rate | 1.289% | 1.289% |
Derivative assets - interest rate swaps | $ 4,824,000 | $ 4,634,000 |
Unsecured term loan facility with: 1.335% Swap Rate, Expiration Date 01/2027 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 25,000,000 | $ 25,000,000 |
Fixed rate | 1.335% | 1.335% |
Derivative assets - interest rate swaps | $ 2,399,000 | $ 2,292,000 |
Unsecured term loan facility with: 3.344% Swap Rate, Expiration Date 02/2028 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 30,000,000 | $ 30,000,000 |
Fixed rate | 3.344% | 3.344% |
Derivative assets - interest rate swaps | $ 1,189,000 | $ 421,000 |
Unsecured term loan facility with: 3.359% Swap Rate, Expiration Date 02/2028 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 30,000,000 | $ 30,000,000 |
Fixed rate | 3.359% | 3.359% |
Derivative assets - interest rate swaps | $ 1,176,000 | $ 407,000 |
Interest rate swap | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | 310,000,000 | 310,000,000 |
Derivative assets - interest rate swaps | 21,471,000 | 20,174,000 |
Unsecured term loan facility with: 2.855% Swap Rate, Expiration Date 08/2027 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 50,000,000 | $ 50,000,000 |
Fixed rate | 2.855% | 2.855% |
Derivative assets - interest rate swaps | $ 1,279,000 | $ 367,000 |
Unsecured term loan facility with: 2.865% Swap Rate, Expiration Date 02/2028 | SOFR | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 50,000,000 | $ 50,000,000 |
Fixed rate | 2.865% | 2.865% |
Derivative assets - interest rate swaps | $ 1,612,000 | $ 459,000 |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | 410,000,000 | 470,000,000 |
Derivative assets - interest rate swaps | $ 24,362,000 | $ 21,828,000 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Summary of Effect of Derivative Financial Instruments on Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | $ 5,422 | $ 8,159 | $ 10,551 | $ 23,514 |
Reclassification out of Accumulated Other Comprehensive Income | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income | (2,847) | (658) | (7,862) | 805 |
Interest rate contracts - assets | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | 5,372 | 8,159 | 10,139 | 21,037 |
Interest rate contracts - assets | Interest expense | Reclassification out of Accumulated Other Comprehensive Income | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income | (2,826) | (658) | (7,605) | 570 |
Interest rate contracts - liabilities | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | 0 | 0 | 224 | 2,477 |
Interest rate contracts - liabilities | Interest expense | Reclassification out of Accumulated Other Comprehensive Income | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income | 0 | 0 | (224) | 235 |
Equity investments in unconsolidated joint ventures | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | 50 | 0 | 188 | 0 |
Equity investments in unconsolidated joint ventures | (Loss) earnings from unconsolidated joint ventures | Reclassification out of Accumulated Other Comprehensive Income | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated OCI into Income | $ (21) | $ 0 | $ (33) | $ 0 |
Leases - Future Minimum Revenue
Leases - Future Minimum Revenue From Rentals Under Non-cancelable Operating Leases (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||
2023 (remaining) | $ 37,516 | |
2024 | 147,155 | |
2025 | 129,513 | |
2026 | 111,377 | |
2027 | 88,810 | |
Thereafter | 235,321 | |
Total | 749,692 | |
Variable lease, income | $ 33,200 | $ 34,700 |
Aggregate portfolio, percent leased | 93.50% |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) option office | Sep. 30, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Number of leased corporate offices | office | 2 | |||
Finance lease cost | $ 10 | $ 11 | $ 30 | $ 32 |
Non-recoverable operating expense | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease cost | 291 | 291 | 872 | 872 |
General and administrative expense | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease cost | $ 149 | $ 164 | $ 459 | $ 490 |
Michigan | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, operating lease, number of options | option | 2 | |||
Lessee, operating lease, renewal term | 5 years | 5 years |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
ASSETS | ||
Operating lease right-of-use assets | $ 16,759 | $ 17,269 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Land | Land |
Finance lease asset | $ 10,095 | $ 10,095 |
Total leased assets | 26,854 | 27,364 |
LIABILITIES | ||
Operating lease liabilities | 16,684 | 17,016 |
Finance lease liability | 763 | 763 |
Total lease liabilities | $ 17,447 | $ 17,779 |
Weighted Average Remaining Lease Terms | ||
Operating leases | 74 years | 73 years |
Finance lease | 9 years | 10 years |
Weighted Average Incremental Borrowing Rate | ||
Operating leases | 6.27% | 6.22% |
Finance lease | 5.23% | 5.23% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 1,153 | $ 1,174 |
Operating cash flows from finance lease | 0 | 0 |
Financing cash flows from finance lease | $ 0 | $ 0 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2023 (remaining) | $ 374 | |
2024 | 1,118 | |
2025 | 1,048 | |
2026 | 1,093 | |
2027 | 1,108 | |
Thereafter | 92,228 | |
Total lease payments | 96,969 | |
Less imputed interest | (80,285) | |
Operating lease liabilities | 16,684 | $ 17,016 |
Finance Lease | ||
2023 (remaining) | 100 | |
2024 | 100 | |
2025 | 100 | |
2026 | 100 | |
2027 | 100 | |
Thereafter | 500 | |
Total lease payments | 1,000 | |
Less imputed interest | (237) | |
Finance lease liability | $ 763 | $ 763 |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation of Basic Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Net (loss) income | $ (6,296) | $ 13,226 | $ (4,977) | $ 26,048 |
Net loss (income) attributable to noncontrolling interest | 114 | (251) | 90 | (502) |
Allocation of income to restricted share awards | (149) | (288) | (444) | (689) |
(Loss) income attributable to RPT | (6,331) | 12,687 | (5,331) | 24,857 |
Preferred share dividends | (1,676) | (1,676) | (5,026) | (5,026) |
Net (loss) income available to common shareholders - Basic and Diluted | $ (8,007) | $ 11,011 | $ (10,357) | $ 19,831 |
Weighted average shares outstanding, Basic (in shares) | 85,704 | 84,259 | 85,640 | 84,133 |
Dilutive effect of securities using the treasury method (in shares) | 0 | 596 | 0 | 728 |
Weighted average shares outstanding, Diluted (in shares) | 85,704 | 84,855 | 85,640 | 84,861 |
(Loss) income per common share, Basic (in usd per share) | $ (0.09) | $ 0.13 | $ (0.12) | $ 0.24 |
(Loss) income per common share, Diluted (in usd per share) | $ (0.09) | $ 0.13 | $ (0.12) | $ 0.23 |
Earnings Per Common Share - Out
Earnings Per Common Share - Outstanding Securities that were Excluded from Computation of Diluted Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Outstanding (in shares) | 7,335 | 3,458 | 7,335 | 3,458 |
Convertible (in shares) | 10,870 | 8,626 | 10,712 | 8,626 |
Operating Partnership Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Outstanding (in shares) | 1,604 | 1,609 | 1,604 | 1,609 |
Convertible (in shares) | 1,604 | 1,609 | 1,604 | 1,609 |
Series D Preferred Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Outstanding (in shares) | 1,849 | 1,849 | 1,849 | 1,849 |
Convertible (in shares) | 7,017 | 7,017 | 7,017 | 7,017 |
Restricted Stock Awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Outstanding (in shares) | 3,882 | 0 | 3,882 | 0 |
Convertible (in shares) | 2,249 | 0 | 2,091 | 0 |
Share-based Compensation Plan_2
Share-based Compensation Plans - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) shares | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) plan shares | Sep. 30, 2022 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of share-based compensation plans in effect | plan | 2 | |||
Shareholder return period | 3 years | |||
Share-based compensation expenses | $ | $ 2.8 | $ 2.5 | $ 7.7 | $ 7.2 |
Total unrecognized compensation expense | $ | $ 13.9 | $ 13.9 | ||
Total unrecognized compensation expense, weighted average period of recognition | 1 year 9 months 18 days | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance-based liability awards, measurement period | 3 years | |||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance-based liability awards, measurement period | 4 years | |||
Restricted Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Service based restricted stock, shares granted (in shares) | 434,553 | |||
Share-based compensation expenses | $ | $ 1.2 | 1.1 | $ 3.2 | 3.1 |
Service And Performancebased Stock Options | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Service based restricted stock, vesting period | 3 years | |||
Trustee Service And Performancebased Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Service based restricted stock, vesting period | 1 year | |||
Equity Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expenses | $ | $ 1.6 | $ 1.5 | $ 4.5 | $ 4.1 |
2012 Omnibus Long-Term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized for grant (in shares) | 5,100,000 | 5,100,000 | ||
2019 Omnibus Long-Term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for issuance (in shares) | 1,000,000 | 1,000,000 | ||
Number of shares terminated (in shares) | 992,897 | |||
Inducement Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized for grant (in shares) | 6,000,000 | 6,000,000 | ||
Number of shares available for issuance (in shares) | 5,000,000 | 5,000,000 | ||
Number of shares terminated (in shares) | 0 |
Share-based Compensation Plan_3
Share-based Compensation Plans - Weighted Average Assumptions (Details) - Equity Award - $ / shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected dividend rate | 0% | 0% |
Expected stock price volatility, minimum | 39.50% | 58.50% |
Expected stock price volatility, maximum | 46.40% | 61.60% |
Risk-free interest rate, minimum | 3.80% | 1.40% |
Risk-free interest rate, maximum | 4.70% | 2.80% |
Expected life (years), minimum | 2 years 7 months 24 days | 2 years 7 months 2 days |
Expected life (years), maximum | 2 years 10 months 2 days | 2 years 10 months 2 days |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing share price (in usd per share) | $ 9.14 | $ 11.95 |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing share price (in usd per share) | $ 10.74 | $ 12.71 |
Taxes (Details)
Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Annual distribution of REIT taxable income | 90% | 90% | ||
Federal and state deferred tax asset | $ 5,200 | $ 5,200 | ||
Federal and state deferred tax asset, valuation allowance | 5,200 | 5,200 | ||
Income tax provision | $ 24 | $ 71 | $ 254 | $ 142 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Other Commitments [Line Items] | |
Construction costs related to development and expansion | $ 3.7 |
Contractual obligation | 1.5 |
Bond finance agreement | $ 12.2 |
Bond financing agreement, amortization period | 20 years |
Debt service payments | $ 5.6 |
Kimco Realty Corporation | |
Other Commitments [Line Items] | |
Termination fee related to merger | $ 33.6 |
Term of termination fee payable | 5 years |
Parkway Shops | |
Other Commitments [Line Items] | |
Real estate investment, joint venture | $ 3.8 |
Real estate investment, additional cash contributed | $ 0.5 |
Ownership interest | 50% |
Reorganization (Details)
Reorganization (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 | Sep. 30, 2023 | |
One-time Termination Benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 0 | $ 1.1 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | |
Nov. 02, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Subsequent Event [Line Items] | |||
Proceeds from revolving credit facility | $ 56,000 | $ 240,958 | |
Repayment on unsecured revolving credit facility | $ 63,000 | $ 175,958 | |
Revolving Credit Facility | Secured Debt | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Proceeds from revolving credit facility | $ 12,000 | ||
Repayment on unsecured revolving credit facility | $ 4,000 |