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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

August 3, 2020

Date of Report (Date of earliest event reported)

 

REGENCY CENTERS CORPORATION

REGENCY CENTERS, L.P.

(Exact name of registrant as specified in its charter)

 

Florida (Regency Centers Corporation) Delaware (Regency Centers, L. P.)		001-12298 (Regency Centers Corporation) 0-24763 (Regency Centers, L.P.)		59-3191743 (Regency Centers Corporation) 59-3429602 (Regency Centers, L.P.)
(State or other jurisdiction of incorporation)		Commission File Number)		(IRS Employer Identification No.)

 

One Independent Drive, Suite 114

Jacksonville, Florida 32202

(Address of principal executive offices) (Zip Code)

 

(904) 598-7000

(Registrant's telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

Regency Centers Corporation

 

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, $.01 par value		REG		The Nasdaq Stock Market LLC

 

Regency Centers, L.P.

 

Title of each class		Trading Symbol		Name of each exchange on which registered
None		N/A		N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230 .425)
☐		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   ☐  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

 

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Item 2.02

Disclosure of Results of Operations and Financial Condition

On August 3, 2020, Regency issued an earnings release for the three and six months ended June 30, 2020, which is attached as Exhibit 99.1.

On August 3, 2020, Regency posted on its website, at www.regencycenters.com, the supplemental information for the three and six months ended June 30, 2020, which is attached as Exhibit 99.2 and Exhibit 99.3.

The information furnished under this Item 2.02, including Exhibit 99.1, Exhibit 99.2, and Exhibit 99.3 incorporated by reference herein, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

Item 7.01

Regulation FD Disclosures

On August 3, 2020, Regency posted on its website, at www.regencycenters.com, a presentation deck which is attached as Exhibit 99.4.

The information furnished under this item 7.01, including Exhibit 99.4 incorporated by reference herein, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act, or the Exchange Act.

Item 8.01

Other Events

Redemption of 3.75% Notes due 2022

On August 3, 2020, Regency Centers, L.P. notified U.S. Bank National Association, as trustee, of its intent to redeem on September 2, 2020, the entire $300 million outstanding of 3.75% Notes due 2022.  The redemption price will be determined in accordance with the applicable indenture and is expected to be approximately $325.1 million including accrued and unpaid interest through the proposed redemption date and a make-whole amount as defined in such indenture.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1

Earnings release issued by Regency on August 3, 2020, for the three and six months ended June 30, 2020.

Exhibit 99.2

Supplemental information posted on its website on August 3, 2020, for the three and six months ended June 30, 2020.

Exhibit 99.3

Fixed income supplemental information posted on its website on August 3, 2020, for the three and six months ended June 30, 2020.

Exhibit 99.4

Regency Centers Business Update Presentation Deck.

104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL documents)

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

		REGENCY CENTERS CORPORATION
August 3, 2020		By:		/s/ J. Christian Leavitt
				J. Christian Leavitt, Senior Vice President and Treasurer (Principal Accounting Officer)
		REGENCY CENTERS, L.P.
		By: Regency Centers Corporation, its general partner
August 3, 2020		By:		/s/ J. Christian Leavitt
				J. Christian Leavitt, Senior Vice President and Treasurer (Principal Accounting Officer)

 

 

Exhibit 99.1

 

 

Regency Centers Reports Second Quarter 2020 Results and Provides Business Update Related to COVID-19

JACKSONVILLE, FL (August 3, 2020) – Regency Centers Corporation (“Regency” or the “Company”) today reported financial and operating results for the period ended June 30, 2020, and provided a  business update related to COVID-19.

Second Quarter 2020 Highlights

COVID-19 Business Update Highlights

“As we’ve continued to navigate through these uncertain times over the last several months, Regency’s top priority has remained the safety and well-being of our team members, tenants, and our neighbors in our communities,” said Lisa Palmer, President and Chief Executive Officer. “We recognize that there are still challenging times ahead, but we are encouraged by the progress our tenants have made reopening their businesses around the country, and we continue to have confidence in the long term success of our high-quality portfolio with a focus on necessity and value based retail,” continued Palmer.

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Second Quarter 2020 Results

Regency reported Net Income for the second quarter of $19.0 million, or $0.11 per diluted share, compared to Net Income of $51.7 million, or $0.31 per diluted share, for the same period in 2019. The Company reported NAREIT FFO for the second quarter of $104.7 million, or $0.61 per diluted share, compared to $160.0 million, or $0.95 per diluted share, for the same period in 2019. The Company reported Core Operating Earnings for the second quarter of $108.9 million, or $0.64 per diluted share, compared to $152.4 million, or $0.91 per diluted share, for the same period in 2019. On a pro-rata basis, second quarter 2020 included a reduction of $41.0 million for uncollectible lease income and a related reduction of $18.6 million for uncollectible straight-line rent related to the COVID-19 pandemic. For additional detail, please refer to page(s) 33 and 34 of the second quarter 2020 supplemental disclosure.

Second quarter same property NOI, excluding termination fees, declined by 20.1% compared to the same period in 2019. Same property NOI in the second quarter of 2020 was negatively impacted by a higher rate of uncollectible lease income driven by expectations of collectibility for certain tenants given the COVID-19 pandemic.

As of June 30, 2020, Regency’s wholly-owned portfolio plus its pro-rata share of co-investment partnerships, was 93.9% leased. The same property portfolio was 94.5% leased. Within the same property portfolio, anchor percent leased, which includes spaces greater than or equal to 10,000 square feet, was 96.9%, a decline of 20 basis points sequentially. Same property shop percent leased, which includes spaces less than 10,000 square feet, was 90.3%, a decline of 110 basis points. For the three months ended June 30, 2020, Regency executed 1.3 million square feet of comparable new and renewal leases at blended rent spreads of 4.0%. For the trailing twelve months, the Company executed 6.2 million square feet of comparable new and renewal leases at blended rents spreads of 7.0%.

As previously reported, in April, Regency closed on the sale of its joint venture interest in Kent Place, located in Denver, CO, for $9.8 million.  

As of June 30, 2020, the Company had $192.3 million of in-process developments and redevelopments with approximately $70 million of remaining costs to complete. In light of the COVID-19 pandemic, the Company continues to evaluate the impacts to scope, investment, tenancy, timing, and return on investment for all future pipeline projects to determine the most appropriate direction of each project.

Business Update Related to COVID-19

Regency’s 415 shopping centers have remained open and operating throughout the pandemic and in compliance with government COVID-19 guidelines and mandates. As of July 31, 2020, approximately 95% of the Company’s tenants were open based on pro-rata ABR, although restrictions can change daily.

As of July 31, 2020 the Company had executed rent deferral agreements on over 600 leases. For deferrals executed to date, total deferred rent is $16.4 million, representing a weighted average deferral period of 2.9 months. Approximately 96% of deferred rent is contracted to be collected by the end of 2021.

A presentation providing additional information regarding COVID-19 business updates and impacts is posted on the Company’s website at investors.regencycenters.com.  

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Rent Collections

As of July 31, 2020, the Company collected 72% of second quarter pro-rata base rent and 77% adjusting for rent that is subject to executed deferral agreements. The Company collected 75% of July pro-rata base rent and 79% when adjusting for rent that is subject to executed deferral agreements.

 

Liquidity

Regency has taken additional steps to further strengthen its financial position and balance sheet, to enhance its financial liquidity, and to provide financial flexibility amid the evolving effects of the COVID-19 pandemic. As previously disclosed, on May 11, 2020, the Company’s operating partnership, Regency Centers, L.P., priced a public offering of $600 million 3.70% notes due 2030 (the “Notes”). The Notes are due June 15, 2030 and were priced at 99.805%. Interest on the Notes is payable semiannually on June 15 and December 15 of each year, with the first payment due on December 15, 2020. Net proceeds of the offering were used to pay down the entirety of the outstanding balance on the corporate line of credit.

On August 3, 2020, the Company notified U.S. Bank National Association, as Trustee, of its intent to redeem on September 2, 2020, its outstanding $300 million 3.75% Senior Unsecured Notes due 2022. The redemption price will be determined in accordance with the applicable indenture and is expected to be $325.1 million, including accrued and unpaid interest through the proposed redemption date and a make-whole amount as defined in such indenture.  

As of June 30, 2020, Regency has a cash balance of approximately of $590 million and no outstanding balance under its $1.25 billion revolving credit facility. Regency has no unsecured maturities until 2022, and benefits from a low debt to EBITDAre ratio of 5.6x as of June 30, 2020.

Dividend

On July 29, 2020, Regency’s Board declared a quarterly cash dividend on the Company’s common stock of $0.595 per share. The dividend is payable on August 24, 2020, to shareholders of record as of August 14, 2020.  

Guidance

Due to the uncertainty and continuing disruption from COVID-19, the Company is not issuing guidance at this time, but will evaluate resumption of guidance in the future as the impact of COVID-19 on its tenants’ and the Company’s businesses is better understood.

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Conference Call Information

To discuss Regency’s second quarter results and provide further business updates related to COVID-19, management will host a conference call on Tuesday, August 4, 2020, at 11:00 a.m. ET. Dial-in and webcast information is listed below.

Second Quarter 2020 Earnings Conference Call

Date:Tuesday, August 4, 2020

Time:11:00 a.m. ET

Dial#:877-407-0789 or 201-689-8562

Webcast:investors.regencycenters.com

Replay

Webcast Archive: Investor Relations page under Events & Webcasts

Non-GAAP Disclosure

We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes.

We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our consolidated financial statements. In addition, they reflect the exercise of management’s judgment about which expense and income items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, reconciliations of the non-GAAP financial measures we use to their most directly comparable GAAP measures are provided. Non-GAAP financial measures should not be relied upon in evaluating the financial condition, results of operations or future prospects of the Company.

NAREIT FFO is a commonly used measure of REIT performance, which the National Association of Real Estate Investment Trusts (“NAREIT”) defines as net income, computed in accordance with GAAP, excluding gains on sale and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Regency computes NAREIT FFO for all periods presented in accordance with NAREIT's definition. Since NAREIT FFO excludes depreciation and amortization and gains on sales and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of the Company's operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to NAREIT FFO.

Core Operating Earnings is an additional performance measure that excludes from NAREIT FFO: (i) transaction related income or expenses; (ii) gains or losses from the early extinguishment of debt; (iii) certain non-cash components of earnings derived from above and below market rent amortization, straight-line rents, and amortization of mark-to-market of debt adjustments; and (iv) other amounts as they occur. The Company provides a reconciliation of Net Income to NAREIT FFO to Core Operating Earnings.  

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Reconciliation of Net Income (Loss) Attributable to Common Stockholders to NAREIT FFO and Core Operating

Earnings - Actual (in thousands)

 

Same property NOI is a key non-GAAP measure used by management in evaluating the operating performance of Regency’s properties. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to pro-rata same property NOI.

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Reconciliation of Net Income (Loss) Attributable to Common Stockholders to Pro-Rata Same Property NOI – Actual (in thousands)

 

Reported results are preliminary and not final until the filing of the Company’s Form 10-Q with the SEC and, therefore, remain subject to adjustment.

The Company has published forward-looking statements and additional financial information in its second quarter 2020 supplemental information package that may help investors estimate earnings for 2020. A copy of the Company’s second quarter 2020 supplemental information will be available on the Company's website at https://investors.regencycenters.com/ or by written request to: Investor Relations, Regency Centers Corporation, One Independent Drive, Suite 114, Jacksonville, Florida, 32202. The supplemental information package contains more detailed financial and property results including financial statements, an outstanding debt summary, acquisition and development activity, investments in partnerships, information pertaining to securities issued other than common stock, property details, a significant tenant rent report and a lease expiration table in addition to earnings and valuation guidance assumptions. The information provided in the supplemental package is unaudited and there can be no assurance that the information will not vary from the final information in the Company’s Form 10-Q for the quarter ended June 30, 2020. Regency may, but assumes no obligation to, update information in the supplemental package from time to time.

About Regency Centers Corporation (NASDAQ: REG)

Regency Centers is the preeminent national owner, operator, and developer of shopping centers located in affluent and densely populated trade areas. Our portfolio includes thriving properties merchandised with highly productive grocers, restaurants, service providers, and best-in-class retailers that connect to their neighborhoods, communities, and customers. Operating as a fully integrated real estate company, Regency Centers is a qualified real estate investment trust (REIT) that is self-administered, self-managed, and an S&P 500 Index member. For more information, please visit RegencyCenters.com.

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Forward-Looking Statements

Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency’s future events, developments, or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “forecast,” “anticipate,” “guidance,” and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties.

Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and our other filings and submissions to the SEC, which provide much more information and detail on the risks described below. If any of the events described in the following risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements except as required by law. These risks and events include, without limitation:

Risk Factors Related to the COVID-19 Pandemic

Pandemics or other health crises, such as the current COVID-19 pandemic, may adversely affect our tenants’ financial condition, the profitability of our properties, our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition.

Risk Factors Related to the Retail Industry

Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses; Shifts in retail sales and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside pick-up may adversely impact our revenues and cash flows; Changing economic and detail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow; Our success depends on the success and continued presence of “anchor” tenants; A significant percentage of our revenues are derived from smaller “shop space” tenants and our net income may be adversely impacted if our smaller shop tenants are not successful; We may be unable to collect balances due from tenants in bankruptcy.

Risk Factors Related to Real Estate Investments and Operations

We are subject to numerous laws and regulations that may adversely affect our operations or expose us to liability; Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income; We face risks associated with development, redevelopment and expansion of properties; We face risks associated with the development of mixed-use commercial properties; We face risks associated with the acquisition of properties; We face risks if we expand into new markets; We may be unable to sell properties when desired because of market conditions; Certain of the properties in our portfolio are subject to ground leases; if we are unable to renew a ground lease, purchase the fee simple interest, or are found to be in breach of a ground lease, we may be adversely affected; Climate change may adversely impact our properties directly and may lead to additional compliance obligations and costs as well as additional taxes and fees; Geographic concentration of our properties makes our business more vulnerable to natural disasters, severe weather conditions and climate change; An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties; Loss of our key personnel may adversely affect our business and operations; We face competition from numerous sources, including other REITs and other real estate owners; Costs of environmental remediation may reduce our cash flow available for distribution to stock and unit holders; Compliance with the Americans with Disabilities Act and fire, safety and other regulations may require us to make unexpected expenditures; The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data or of Regency’s proprietary or confidential information stored in our information systems or by third parties on our behalf could impact our reputation and brand and expose us to potential liability and loss of revenues.

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Risk Factors Related to Our Partnership and Joint Ventures

We do not have voting control over all of the properties owned in our co-investment partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued; The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders.

Risk Factors Related to Funding Strategies and Capital Structure

Our ability to sell properties and fund acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may dilute earnings; We may acquire properties or portfolios of properties through tax-deferred contribution transactions, which may result in stockholder dilution and limit our ability to sell such assets; We depend on external sources of capital, which may not be available in the future on favorable terms or at all; Our debt financing may adversely affect our business and financial condition; Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition; Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations; Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us; The interest rates on our Unsecured Credit facilities as well as on our variable rate mortgages and interest rate swaps might change based on changes to the method in which LIBOR or its replacement rate is determined.

Risk Factors Related to our Company and the Market Price for Our Securities

Changes in economic and market conditions may adversely affect the market price of our securities; There is no assurance that we will continue to pay dividends at historical rates; Enhanced focus on corporate responsibility and sustainability, specifically related to environmental, social and governance matters, may impose additional costs and expose us to new risks.

Risk Factors Related to Laws and Regulations

If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates; Recent changes to the U.S. tax laws may have a significant negative impact on the overall economy, our tenants, our investors, and our business; Dividends paid by REITs generally do not qualify for reduced tax rates; Certain foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if we do not qualify as a “domestically controlled” REIT; Legislative or other actions affecting REITs may have a negative effect on us; Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities; Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control; The issuance of the Parent Company's capital stock may delay or prevent a change in control.

 

 

 

8

 

Exhibit 99.2

 

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Table of Contents

June 30, 2020

 

 

 

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Forward-Looking Statements and Non-GAAP Measures Disclosures

June 30, 2020

 

Forward-Looking Statements

 

Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency’s future events, developments, or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “forecast,” “anticipate,” “guidance,” and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties.

 

Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q  and our other filings and submissions to the SEC, which provide much more information and detail on the risks described below. If any of the events described in the following risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements except as required by law. These risks and events include, without limitation:

 

Risk Factors Relating to the COVID-19 Pandemic

 

 

Risk Factors Related to the Retail Industry

 

 

Risk Factors Related to Real Estate Investments and Operations

 

 

 

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Risk Factors Related to Our Partnership and Joint Ventures

 

 

Risk Factors Related to Funding Strategies and Capital Structure

 

 

Risk Factors Related to our Company and the Market Price for Our Securities

 

 

Risk Factors Related to Laws and Regulations

 

 

 

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Non-GAAP Measures Disclosures

 

We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes.

 

We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our consolidated financial statements. In addition, they reflect the exercise of management’s judgment about which expense and income items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, reconciliations of the non-GAAP financial measures we use to their most directly comparable GAAP measures are provided. Non-GAAP financial measures should not be relied upon in evaluating the financial condition, results of operations or future prospects of the Company.

 

The pro-rata information provided is not, and is not intended to be, presented in accordance with GAAP.  The pro-rata supplemental details of assets and liabilities and supplemental details of operations reflect our proportionate economic ownership of the assets, liabilities and operating results of the properties in our portfolio.

 

 

 

 

We do not control the unconsolidated partnerships, and the presentations of the assets and liabilities and revenues and expenses do not necessarily represent our legal claim to such items. The partners are entitled to profit or loss allocations and distributions of cash flows according to the operating agreements, which generally provide for such allocations according to their invested capital. Our share of invested capital establishes the ownership interest we use to prepare our pro-rata share.  

 

The presentation of pro-rata financial information has limitations as an analytical tool. Some of these limitations include, but are not limited to the following:

 

 

 

Because of these limitations, the supplemental details of assets and liabilities and supplemental details of operations should not be considered independently or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP results and using the pro-rata details as a supplement.

 

 

 

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The following non-GAAP measures, as defined in the Glossary of Terms, are commonly used by management and the investing public to understand and evaluate our operating results and performance:

 

 

 

 

 

 

 

 

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Regency Centers Reports Second Quarter 2020 Results and Provides Business Update Related to COVID-19

JACKSONVILLE, FL (August 3, 2020) – Regency Centers Corporation (“Regency” or the “Company”) today reported financial and operating results for the period ended June 30, 2020, and provided a  business update related to COVID-19.

Second Quarter 2020 Highlights

COVID-19 Business Update Highlights

“As we’ve continued to navigate through these uncertain times over the last several months, Regency’s top priority has remained the safety and well-being of our team members, tenants, and our neighbors in our communities,” said Lisa Palmer, President and Chief Executive Officer. “We recognize that there are still challenging times ahead, but we are encouraged by the progress our tenants have made reopening their businesses around the country, and we continue to have confidence in the long term success of our high-quality portfolio with a focus on necessity and value based retail,” continued Palmer.

 

 

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Second Quarter 2020 Results

Regency reported Net Income for the second quarter of $19.0 million, or $0.11 per diluted share, compared to Net Income of $51.7 million, or $0.31 per diluted share, for the same period in 2019. The Company reported NAREIT FFO for the second quarter of $104.7 million, or $0.61 per diluted share, compared to $160.0 million, or $0.95 per diluted share, for the same period in 2019. The Company reported Core Operating Earnings for the second quarter of $108.9 million, or $0.64 per diluted share, compared to $152.4 million, or $0.91 per diluted share, for the same period in 2019. On a pro-rata basis, second quarter 2020 included a reduction of $41.0 million for uncollectible lease income and a related reduction of $18.6 million for uncollectible straight-line rent related to the COVID-19 pandemic. For additional detail, please refer to page(s) 33 and 34 of the second quarter 2020 supplemental disclosure.

Second quarter same property NOI, excluding termination fees, declined by 20.1% compared to the same period in 2019. Same property NOI in the second quarter of 2020 was negatively impacted by a higher rate of uncollectible lease income driven by expectations of collectibility for certain tenants given the COVID-19 pandemic.

As of June 30, 2020, Regency’s wholly-owned portfolio plus its pro-rata share of co-investment partnerships, was 93.9% leased. The same property portfolio was 94.5% leased. Within the same property portfolio, anchor percent leased, which includes spaces greater than or equal to 10,000 square feet, was 96.9%, a decline of 20 basis points sequentially. Same property shop percent leased, which includes spaces less than 10,000 square feet, was 90.3%, a decline of 110 basis points. For the three months ended June 30, 2020, Regency executed 1.3 million square feet of comparable new and renewal leases at blended rent spreads of 4.0%. For the trailing twelve months, the Company executed 6.2 million square feet of comparable new and renewal leases at blended rents spreads of 7.0%.

As previously reported, in April, Regency closed on the sale of its joint venture interest in Kent Place, located in Denver, CO, for $9.8 million.  

As of June 30, 2020, the Company had $192.3 million of in-process developments and redevelopments with approximately $70 million of remaining costs to complete. In light of the COVID-19 pandemic, the Company continues to evaluate the impacts to scope, investment, tenancy, timing, and return on investment for all future pipeline projects to determine the most appropriate direction of each project.

Business Update Related to COVID-19

Regency’s 415 shopping centers have remained open and operating throughout the pandemic and in compliance with government COVID-19 guidelines and mandates. As of July 31, 2020, approximately 95% of the Company’s tenants were open based on pro-rata ABR, although restrictions can change daily.

As of July 31, 2020 the Company had executed rent deferral agreements on over 600 leases. For deferrals executed to date, total deferred rent is $16.4 million, representing a weighted average deferral period of 2.9 months. Approximately 96% of deferred rent is contracted to be collected by the end of 2021.

A presentation providing additional information regarding COVID-19 business updates and impacts is posted on the Company’s website at investors.regencycenters.com.  

 

 

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Rent Collections

As of July 31, 2020, the Company collected 72% of second quarter pro-rata base rent and 77% adjusting for rent that is subject to executed deferral agreements. The Company collected 75% of July pro-rata base rent and 79% when adjusting for rent that is subject to executed deferral agreements.

 

Liquidity

Regency has taken additional steps to further strengthen its financial position and balance sheet, to enhance its financial liquidity, and to provide financial flexibility amid the evolving effects of the COVID-19 pandemic. As previously disclosed, on May 11, 2020, the Company’s operating partnership, Regency Centers, L.P., priced a public offering of $600 million 3.70% notes due 2030 (the “Notes”). The Notes are due June 15, 2030 and were priced at 99.805%. Interest on the Notes is payable semiannually on June 15 and December 15 of each year, with the first payment due on December 15, 2020. Net proceeds of the offering were used to pay down the entirety of the outstanding balance on the corporate line of credit.

On August 3, 2020, the Company notified U.S. Bank National Association, as Trustee, of its intent to redeem on September 2, 2020, its outstanding $300 million 3.75% Senior Unsecured Notes due 2022. The redemption price will be determined in accordance with the applicable indenture and is expected to be $325.1 million, including accrued and unpaid interest through the proposed redemption date and a make-whole amount as defined in such indenture.  

As of June 30, 2020, Regency has a cash balance of approximately of $590 million and no outstanding balance under its $1.25 billion revolving credit facility. Regency has no unsecured maturities until 2022, and benefits from a low debt to EBITDAre ratio of 5.6x as of June 30, 2020.

Dividend

On July 29, 2020, Regency’s Board declared a quarterly cash dividend on the Company’s common stock of $0.595 per share. The dividend is payable on August 24, 2020, to shareholders of record as of August 14, 2020.  

 

 

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Guidance

Due to the uncertainty and continuing disruption from COVID-19, the Company is not issuing guidance at this time, but will evaluate resumption of guidance in the future as the impact of COVID-19 on its tenants’ and the Company’s businesses is better understood.

Conference Call Information

To discuss Regency’s second quarter results and provide further business updates related to COVID-19, management will host a conference call on Tuesday, August 4, 2020, at 11:00 a.m. ET. Dial-in and webcast information is listed below.

Second Quarter 2020 Earnings Conference Call

Date:Tuesday, August 4, 2020

Time:11:00 a.m. ET

Dial#:877-407-0789 or 201-689-8562

Webcast:investors.regencycenters.com

Replay

Webcast Archive: Investor Relations page under Events & Webcasts

Non-GAAP Disclosure

We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes.

We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our consolidated financial statements. In addition, they reflect the exercise of management’s judgment about which expense and income items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, reconciliations of the non-GAAP financial measures we use to their most directly comparable GAAP measures are provided. Non-GAAP financial measures should not be relied upon in evaluating the financial condition, results of operations or future prospects of the Company.

NAREIT FFO is a commonly used measure of REIT performance, which the National Association of Real Estate Investment Trusts (“NAREIT”) defines as net income, computed in accordance with GAAP, excluding gains on sale and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Regency computes NAREIT FFO for all periods presented in accordance with NAREIT's definition. Since NAREIT FFO excludes depreciation and amortization and gains on sales and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of the Company's operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to NAREIT FFO.

Core Operating Earnings is an additional performance measure that excludes from NAREIT FFO: (i) transaction related income or expenses; (ii) gains or losses from the early extinguishment of debt; (iii) certain non-cash components of earnings derived from above and below market rent amortization, straight-line rents, and amortization of mark-to-market of debt adjustments; and (iv) other amounts as they occur. The Company provides a reconciliation of Net Income to NAREIT FFO to Core Operating Earnings.  

 

 

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Reconciliation of Net Income (Loss) Attributable to Common Stockholders to NAREIT FFO and Core Operating

Earnings - Actual (in thousands)

 

Same property NOI is a key non-GAAP measure used by management in evaluating the operating performance of Regency’s properties. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to pro-rata same property NOI.

 

 

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Reconciliation of Net Income (Loss) Attributable to Common Stockholders to Pro-Rata Same Property NOI – Actual (in thousands)

 

Reported results are preliminary and not final until the filing of the Company’s Form 10-Q with the SEC and, therefore, remain subject to adjustment.

The Company has published forward-looking statements and additional financial information in its second quarter 2020 supplemental information package that may help investors estimate earnings for 2020. A copy of the Company’s second quarter 2020 supplemental information will be available on the Company's website at https://investors.regencycenters.com/ or by written request to: Investor Relations, Regency Centers Corporation, One Independent Drive, Suite 114, Jacksonville, Florida, 32202. The supplemental information package contains more detailed financial and property results including financial statements, an outstanding debt summary, acquisition and development activity, investments in partnerships, information pertaining to securities issued other than common stock, property details, a significant tenant rent report and a lease expiration table in addition to earnings and valuation guidance assumptions. The information provided in the supplemental package is unaudited and there can be no assurance that the information will not vary from the final information in the Company’s Form 10-Q for the quarter ended June 30, 2020. Regency may, but assumes no obligation to, update information in the supplemental package from time to time.

About Regency Centers Corporation (NASDAQ: REG)

Regency Centers is the preeminent national owner, operator, and developer of shopping centers located in affluent and densely populated trade areas. Our portfolio includes thriving properties merchandised with highly productive grocers, restaurants, service providers, and best-in-class retailers that connect to their neighborhoods, communities, and customers. Operating as a fully integrated real estate company, Regency Centers is a qualified real estate investment trust (REIT) that is self-administered, self-managed, and an S&P 500 Index member. For more information, please visit RegencyCenters.com.

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Forward-Looking Statements

Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency’s future events, developments, or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “forecast,” “anticipate,” “guidance,” and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties.

Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and our other filings and submissions to the SEC, which provide much more information and detail on the risks described below. If any of the events described in the following risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements except as required by law. These risks and events include, without limitation:

Risk Factors Related to the COVID-19 Pandemic

Pandemics or other health crises, such as the current COVID-19 pandemic, may adversely affect our tenants’ financial condition, the profitability of our properties, our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition.

Risk Factors Related to the Retail Industry

Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses; Shifts in retail sales and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside pick-up may adversely impact our revenues and cash flows; Changing economic and detail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow; Our success depends on the success and continued presence of “anchor” tenants; A significant percentage of our revenues are derived from smaller “shop space” tenants and our net income may be adversely impacted if our smaller shop tenants are not successful; We may be unable to collect balances due from tenants in bankruptcy.

Risk Factors Related to Real Estate Investments and Operations

We are subject to numerous laws and regulations that may adversely affect our operations or expose us to liability; Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income; We face risks associated with development, redevelopment and expansion of properties; We face risks associated with the development of mixed-use commercial properties; We face risks associated with the acquisition of properties; We face risks if we expand into new markets; We may be unable to sell properties when desired because of market conditions; Certain of the properties in our portfolio are subject to ground leases; if we are unable to renew a ground lease, purchase the fee simple interest, or are found to be in breach of a ground lease, we may be adversely affected; Climate change may adversely impact our properties directly and may lead to additional compliance obligations and costs as well as additional taxes and fees; Geographic concentration of our properties makes our business more vulnerable to natural disasters, severe weather conditions and climate change; An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties; Loss of our key personnel may adversely affect our business and operations; We face competition from numerous sources, including other REITs and other real estate owners; Costs of environmental remediation may reduce our cash flow available for distribution to

 

 

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stock and unit holders; Compliance with the Americans with Disabilities Act and fire, safety and other regulations may require us to make unexpected expenditures; The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data or of Regency’s proprietary or confidential information stored in our information systems or by third parties on our behalf could impact our reputation and brand and expose us to potential liability and loss of revenues.

Risk Factors Related to Our Partnership and Joint Ventures

We do not have voting control over all of the properties owned in our co-investment partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued; The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders.

Risk Factors Related to Funding Strategies and Capital Structure

Our ability to sell properties and fund acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may dilute earnings; We may acquire properties or portfolios of properties through tax-deferred contribution transactions, which may result in stockholder dilution and limit our ability to sell such assets; We depend on external sources of capital, which may not be available in the future on favorable terms or at all; Our debt financing may adversely affect our business and financial condition; Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition; Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations; Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us; The interest rates on our Unsecured Credit facilities as well as on our variable rate mortgages and interest rate swaps might change based on changes to the method in which LIBOR or its replacement rate is determined.

Risk Factors Related to our Company and the Market Price for Our Securities

Changes in economic and market conditions may adversely affect the market price of our securities; There is no assurance that we will continue to pay dividends at historical rates; Enhanced focus on corporate responsibility and sustainability, specifically related to environmental, social and governance matters, may impose additional costs and expose us to new risks.

Risk Factors Related to Laws and Regulations

If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates; Recent changes to the U.S. tax laws may have a significant negative impact on the overall economy, our tenants, our investors, and our business; Dividends paid by REITs generally do not qualify for reduced tax rates; Certain foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if we do not qualify as a “domestically controlled” REIT; Legislative or other actions affecting REITs may have a negative effect on us; Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities; Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control; The issuance of the Parent Company's capital stock may delay or prevent a change in control.

 

 

 

 

 

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Summary Financial Information

June 30, 2020

(in thousands, except per share data)

 

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Summary Real Estate Information

June 30, 2020

(GLA in thousands)

 

 

 

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Consolidated Balance Sheets

June 30, 2020 and December 31, 2019

(in thousands)

 

 

 

These consolidated balance sheets should be read in conjunction with the Company's most recent Form 10-Q and Form 10-K filed with the Securities and Exchange Commission.

 

 

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Consolidated Statements of Operations

For the Periods Ended June 30, 2020 and 2019

(in thousands)

(unaudited)

 

 

 

These consolidated statements of operations should be read in conjunction with the Company's most recent Form 10-Q and Form 10-K filed with the Securities and Exchange Commission.

 

 

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Supplemental Details of Operations (Consolidated Only)

For the Periods Ended June 30, 2020 and 2019

(in thousands)

 

 

 

These consolidated supplemental details of operations should be read in conjunction with the Company’s most recent Form 10-Q and Form 10-K filed with the Securities and Exchange Commission.

 

 

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Supplemental Details of Assets and Liabilities (Real Estate Partnerships Only)

June 30, 2020 and December 31, 2019

(in thousands)

 

 

 

Note

Noncontrolling interests represent limited partners' interests in consolidated partnerships' activities and Share of JVs represents the Company's share of co-investment partnerships' activities, of which each are included on a single line presentation in the Company's consolidated financial statements in accordance with GAAP.

 

 

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Supplemental Details of Operations (Real Estate Partnerships Only)

For the Periods Ended June 30, 2020 and 2019

(in thousands)

 

 

 

Note

Noncontrolling interests represent limited partners’ interests in consolidated partnerships’ activities and Share of JVs represents the Company’s share of co-investment partnerships’ activities, of which each are included on a single line presentation in the Company’s consolidated financial statements in accordance with GAAP.

 

 

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Supplemental Details of Same Property NOI (Pro-Rata)

For the Periods Ended June 30, 2020 and 2019

(in thousands)

 

 

 

 

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Reconciliations of Non-GAAP Financial Measures and Additional Disclosures

Wholly Owned and Regency's Pro-rata Share of Co-investment Partnerships

For the Periods Ended June 30, 2020 and 2019

(in thousands, except per share data)

 

 

 

 

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Reconciliations of Non-GAAP Financial Measures and Additional Disclosures (continued)

For the Periods Ended June 30, 2020 and 2019

(in thousands)

 

 

 

 

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Summary of Consolidated Debt

June 30, 2020 and December 31, 2019

(in thousands)

 

 

 

 

 

 

 

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Summary of Consolidated Debt

June 30, 2020 and December 31, 2019

(in thousands)

 

 

 

 

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Summary of Unsecured Debt Covenants and Leverage Ratios

June 30, 2020

(in thousands)

 

 

 

 

 

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Summary of Unconsolidated Debt

June 30, 2020 and December 31, 2019

(in thousands)

 

 

 

 

 

 

 

 

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Unconsolidated Investments

June 30, 2020

(in thousands)

 

 

 

 

 

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Property Transactions

June 30, 2020

(in thousands)

 

 

Acquisitions:

 

 

 

Dispositions:

 

 

 

 

 

 

 

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Summary of In-Process Developments and Redevelopments

June 30, 2020

(in thousands)

 

In light of the COVID-19 pandemic, management is currently reviewing the impacts to project scope, investment, tenancy, timing, and return on investments on all in-process and pipeline projects to determine the most appropriate future direction of each project. Some projects and investment have been phased or placed under further review as management assesses the impacts of the pandemic. For more detail of our commitments on in-process and phased projects, see project description on following page.

 

 

 

 

Note: NOI from Properties in Development and NOI adjustment for Development Completions not yet stabilized have been relocated to Components of NAV on page 40.

 

 

 

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Summary of In-Process Developments and Redevelopments

June 30, 2020

(in thousands)

 

 

 

 

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Major Developments and Redevelopments Pipeline

June 30, 2020

(in thousands)

 

 

*Selection reflects material under earning assets. Selection does not incorporate all pipeline opportunities.

Note: Scope, economics and timing of development and redevelopment program and projects could change materially from estimates provided.

 

 

 

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Leasing Statistics - Wholly Owned and Regency's Pro-Rata Share of Co-investment Partnerships

June 30, 2020

(Retail Operating Properties Only)

 

 

 

Notes:

 

 

 

 

 

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Average Base Rent by CBSA - Wholly Owned and Regency's Pro-Rata Share of Co-investment Partnerships

June 30, 2020

(in thousands)

 

 

 

 

 

 

 

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Significant Tenant Rents - Wholly Owned and Regency's Pro-Rata Share of

Co-investment Partnerships

(Includes Tenants ≥ 0.5% of ABR)

June 30, 2020

(in thousands)

 

 

 

 

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Tenant Lease Expirations - Wholly Owned and Regency's Pro-Rata Share of Co-investment Partnerships

June 30, 2020

(GLA in thousands)

 

 

 

 

Note: Reflects commenced leases only. Does not account for contractual rent steps and assumes that no tenants exercise renewal options.

 

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

 

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Portfolio Summary Report By State

June 30, 2020

(GLA in thousands)

 

 

 

Note: In-process developments are bolded and italicized.

 

 

 

 

 

 

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Components of Net Asset Value (NAV)

As of June 30, 2020

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

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Supplemental Details of Lease Income (Pro Rata)

COVID-19 Disclosure

For the Three Months Ended June 30, 2020

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental Details of Tenant and Other Receivables (Pro Rata)

COVID-19 Disclosure

As of June 30, 2020

(in thousands)

 

 

 

 

 

 

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Supplemental Details of Same Property NOI (Pro Rata)

COVID-19 Disclosure

For the Three Months Ended June 30, 2020

(unaudited and in thousands)

 

 

 

 

 

 

 

 

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Glossary of Terms

June 30, 2020

Core Operating Earnings:  An additional performance measure used by Regency as the computation of NAREIT FFO includes certain non-comparable items that affect the Company's period-over-period performance. Core Operating Earnings excludes from NAREIT FFO: (i) transaction related income or expenses (ii) gains or losses from the early extinguishment of debt; (iii) certain non-cash components of earnings derived from above and below market rent amortization, straight-line rents, and amortization of mark-to-market of debt adjustments; and (iv) other amounts as they occur. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to NAREIT FFO to Core Operating Earnings.

Development Completion:  A Property in Development is deemed complete upon the earliest of: (i) 90% of total estimated net development costs have been incurred and percent leased equals or exceeds 95%, or (ii) the property features at least two years of anchor operations, or (iii) three years have passed since the start of construction. Once deemed complete, the property is termed a Retail Operating Property the following calendar year.

Fixed Charge Coverage Ratio:  Operating EBITDAre divided by the sum of the gross interest and scheduled mortgage principal paid to our lenders.

NAREIT Funds From Operations (NAREIT FFO):  NAREIT FFO is a commonly used measure of REIT performance, which the National Association of Real Estate Investment Trusts (“NAREIT”) defines as net income, computed in accordance with GAAP, excluding gains on sales and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures.  Regency computes NAREIT FFO for all periods presented in accordance with NAREIT's definition.  Many companies use different depreciable lives and methods, and real estate values historically fluctuate with market conditions.  Since NAREIT FFO excludes depreciation and amortization and gains on sale and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of the Company's operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to NAREIT FFO.

Net Operating Income (NOI):  The sum of base rent, percentage rent, recoveries from tenants, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, and uncollectible lease income.  NOI excludes straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. The Company also provides disclosure of NOI excluding termination fees, which excludes both termination fee income and expenses.

Non-Same Property:  During either calendar year period being compared, a property acquired, sold, a Property in Development, a Development Completion, or a property under, or being positioned for, significant redevelopment that distorts comparability between periods.  Non-retail properties and corporate activities, including the captive insurance program, are part of Non-Same Property.  Please refer to the footnote on Property Summary Report for Non-Same Property detail.

Operating EBITDAre:  NAREIT EBITDAre is a measure of REIT performance, which the NAREIT defines as net income, computed in accordance with GAAP, excluding (i) interest expense; (ii) income tax expense; (iii) depreciation and amortization; (iv) gains on sales of real estate; (v) impairments of real estate; and (vi) adjustments to reflect the Company’s share of unconsolidated partnerships and joint ventures. Operating EBITDAre excludes from NAREIT EBITDAre certain non-cash components of earnings derived from above and below market rent amortization and straight-line rents. The Company provides a reconciliation of Net Income to NAREIT EBITDAre to Operating EBITDAre.

Property In Development:   Properties in various stages of ground-up development.

Property In Redevelopment:   Retail Operating Properties under redevelopment or being positioned for redevelopment.  Unless otherwise indicated, a Property in Redevelopment is included in the Same Property pool.

Retail Operating Property:   Any retail property not termed a Property In Development. A retail property is any property where the majority of the income is generated from retail uses.

Same Property:   Retail Operating Properties that were owned and operated for the entirety of both calendar year periods being compared. This term excludes Property in Development, prior year Development Completions, and Non-Same Properties. Property in Redevelopment is included unless otherwise indicated.

 

 

Exhibit 99.3

 

SECOND QUARTER 2020 Fixed Income Supplemental Waterstone Plaza Miami, FL Diablo Plaza San Francisco, CA Pinecrest Place Miami, FL Gateway 101 San Jose, CA Glen Oak Plaza Chicago, IL Tanasbourne Market Portland, OR Danbury Green Danbury, CT Regency Centers

 

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Second Quarter 2020 Highlights For the three months ended June 30, 2020, Net Income Attributable to Common Stockholders (“Net Income”) of $0.11 per diluted share. For the three months ended June 30, 2020, NAREIT Funds From Operations (“NAREIT FFO”) of $0.61 per diluted share. Same property Net Operating Income (“NOI”), excluding termination fees, declined by 20.1%, as compared to the three months ended June 30, 2019, driven by a higher rate of uncollectible lease income related to the COVID-19 pandemic. As of June 30, 2020, the same property portfolio was 94.5% leased. Completed a public offering of $600 million 3.70% unsecured notes due 2030. At June 30, 2020, net debt-to-operating EBITDAre ratio on a pro-rata basis was 5.6x. Published annual Corporate Responsibility Report, highlighting the Company’s key achievements and continued commitment to Our People, Our Communities, Ethics and Governance, and Environmental Stewardship. Regency’s Board of Directors (the “Board”) declared a quarterly cash dividend on the Company’s common stock of $0.595 per share. Regency noticed the intent to redeem the entirety of the Company’s $300 million senior unsecured notes maturing in 2022. 2

 

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COVID-19 Business Update The Company’s 415 properties have remained open and operating during the entirety of the COVID-19 pandemic. As of the end of July, approximately 95% of Regency’s tenants were open based on pro-rata Annual Base Rent (“ABR”). 72% of second quarter pro-rata base rent was collected through July 31, 2020 (77% when including executed rent deferral agreements). 75% of July pro-rata base rent was collected through July 31, 2020 (79% when including executed rent deferral agreements). A presentation providing additional information regarding COVID-19 business updates and impacts is posted on the Company’s website at investors.regencycenters.com. 3

 

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i. For a complete listing of all Debt Covenants related to the Company’s Senior Unsecured Notes, as well as definitions of the above terms, please refer to the Company’s filings with the Securities and Exchange Commission. ii. Current period debt covenants are finalized and submitted after the Company’s most recent Form 10-Q or Form 10-K filing. Unsecured Public Debt Covenants Required 6/30/20 3/31/20 12/31/19 9/30/19 Fair Market Value Calculation Method Covenants(i)(ii) Total Consolidated Debt to Total Consolidated Assets ≤ 65% 31% 31% 29% 29% Secured Consolidated Debt to Total Consolidated Assets ≤ 40% 4% 4% 4% 4% Consolidated Income for Debt Service to Consolidated Debt Service ≥ 1.5x 4.3 5.1 5.4 5.3 Unencumbered Consolidated Assets to Unsecured Consolidated Debt >150% 328% 327% 356% 358% Credit Ratings Agency Credit Rating Outlook Date S&P BBB+ Stable 4/6/20 Moody's Baa1 Stable 4/20/20 Credit Ratings and Select Ratios 4

 

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Capital Structure & Liquidity Profile Debt Composition Pro-Rata $12.7 Billion Total Capitalization Secured vs. Unsecured 6/30/20 Unsecured Credit Facility - Committed 1,250 Balance Outstanding - Undrawn Portion of Credit Facility 1,250 Cash, Cash Equivalents & Marketable Securities 587 Total Liquidity 1,837 28% 8% 62% 73% 19% 79% 21% 2% 2% Liquidity Profile ($ millions) 6% UNSECURED BONDS SECURED FIXED RATE TERM LOAN SECURED VARIABLE RATE EQUITY UNSECURED DEBT – BONDS SECURED DEBT UNSECURED DEBT – BANK 5

 

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Maturity Schedule A Well-Laddered Maturity Schedule (Schedule below is pro forma for the noticed $300 million bond redemption) Wtd Avg Interest Rate: 3.5% Wtd Avg Yrs to Maturity: 9+ Yrs Total Pro Rata Debt: $4.6B ‑$40 $180 $376 $136 $373 $334 $320 $594 $337 $449 $672 $32 $425 $300 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2046 2047 2049 IN MILLIONS UNCONSOLIDATED DEBT - SECURED CONSOLIDATED DEBT - SECURED UNSECURED DEBT - BONDS UNSECURED DEBT - TERM Debt Maturity Profile as of August 3, 2020 (Cash Balance: $287M)1 6 (1) Net of planned September 2020 redemption of the $300 million senior unsecured notes due November 2022

 

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Follow us Second Quarter 2020 Earnings Conference Call Tuesday, August 4th, 2020 Time: 11:00 AM ET Dial#: 877-407-0789 or 201-689-8562 Webcast: investors.regencycenters.com Contact Information: Kathryn McKie Director, Investor Relations and Corporate Analysis 904-598-7348 KathrynMcKie@RegencyCenters.com Forward-Looking Statements Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency’s future events, developments, or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “forecast,” “anticipate,” “guidance,” and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and our other filings and submissions to the SEC, which provide much more information and detail on the risks described below. If any of the events described in the following risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements except as required by law. These risks and events include, without limitation: Risks Related to the COVID-19 Pandemic Pandemics or other health crises, such as the current COVID-19 crisis, may adversely affect our tenants’ financial condition, the profitability of our properties, our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition. Risk Factors Related to the Retail Industry Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses; Shifts in retail sales and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside pick-up may adversely impact our revenues and cash flows; Changing economic and detail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow; Our success depends on the success and continued presence of “anchor” tenants; A significant percentage of our revenues are derived from smaller “shop space” tenants and our net income may be adversely impacted if our smaller shop tenants are not successful; We may be unable to collect balances due from tenants in bankruptcy. Risk Factors Related to Real Estate Investments and Operations We are subject to numerous laws and regulations that may adversely affect our operations or expose us to liability; Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income; We face risks associated with development, redevelopment and expansion of properties; We face risks associated with the development of mixed-use commercial properties; We face risks associated with the acquisition of properties; We face risks if we expand into new markets; We may be unable to sell properties when desired because of market conditions; Certain of the properties in our portfolio are subject to ground leases; if we are unable to renew a ground lease, purchase the fee simple interest, or are found to be in breach of a ground lease, we may be adversely affected; Climate change may adversely impact our properties directly and may lead to additional compliance obligations and costs as well as additional taxes and fees; Geographic concentration of our properties makes our business more vulnerable to natural disasters, severe weather conditions and climate change; An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties; Loss of our key personnel may adversely affect our business and operations; We face competition from numerous sources, including other REITs and other real estate owners; Costs of environmental remediation may reduce our cash flow available for distribution to stock and unit holders; Compliance with the Americans with Disabilities Act and fire, safety and other regulations may require us to make unexpected expenditures; The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data or of Regency’s proprietary or confidential information stored in our information systems or by third parties on our behalf could impact our reputation and brand and expose us to potential liability and loss of revenues. Risk Factors Related to Our Partnership and Joint Ventures We do not have voting control over all of the properties owned in our co-investment partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued; The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders. Risk Factors Related to Funding Strategies and Capital Structure Our ability to sell properties and fund acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may dilute earnings; We may acquire properties or portfolios of properties through tax-deferred contribution transactions, which may result in stockholder dilution and limit our ability to sell such assets; We depend on external sources of capital, which may not be available in the future on favorable terms or at all; Our debt financing may adversely affect our business and financial condition; Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition; Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations; Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us; The interest rates on our Unsecured Credit facilities as well as on our variable rate mortgages and interest rate swaps might change based on changes to the method in which LIBOR or its replacement rate is determined. Risk Factors Related to our Company and the Market Price for Our Securities Changes in economic and market conditions may adversely affect the market price of our securities; There is no assurance that we will continue to pay dividends at historical rates; Enhanced focus on corporate responsibility and sustainability, specifically related to environmental, social and governance matters, may impose additional costs and expose us to new risks. Risk Factors Related to Laws and Regulations If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates; Recent changes to the U.S. tax laws may have a significant negative impact on the overall economy, our tenants, our investors, and our business; Dividends paid by REITs generally do not qualify for reduced tax rates; Certain foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if we do not qualify as a “domestically controlled” REIT; Legislative or other actions affecting REITs may have a negative effect on us; Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities; Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control; The issuance of the Parent Company's capital stock may delay or prevent a change in control. Non-GAAP disclosure We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non- GAAP financial measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our consolidated financial statements. In addition, they reflect the exercise of management’s judgment about which expense and income items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, reconciliations of the non-GAAP financial measures we use to their most directly comparable GAAP measures are provided. Non-GAAP financial measures should not be relied upon in evaluating the financial condition, results of operations or future prospects of the Company. NAREIT FFO is a commonly used measure of REIT performance, which the National Association of Real Estate Investment Trusts (“NAREIT”) defines as net income, computed in accordance with GAAP, excluding gains on sale and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Regency computes NAREIT FFO for all periods presented in accordance with NAREIT's definition. Since NAREIT FFO excludes depreciation and amortization and gains on sales and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of the Company's operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to NAREIT FFO. Core Operating Earnings is an additional performance measure that excludes from NAREIT FFO: (i) transaction related income or expenses (ii) gains or losses from the early extinguishment of debt; (iii) certain non-cash components of earnings derived from above and below market rent amortization, straight-line rents, and amortization of mark-to-market of debt adjustments; and (iv) other amounts as they occur. The Company provides a reconciliation of Net Income to NAREIT FFO to Core Operating Earnings. 7

 

Exhibit 99.4

 

Regency Centers COVID-19 Business Update August 3, 2020 Pinecrest Place | Miami, FL

 

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Safe Harbor and Non-GAAP Disclosures Forward-Looking Statements Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency’s future events, developments, or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “forecast,” “anticipate,” “guidance,” and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and our other filings and submissions to the SEC, which provide much more information and detail on the risks described below. If any of the events described in the following risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements except as required by law. These risks and events include, without limitation: Risks Related to the COVID-19 Pandemic Pandemics or other health crises, such as the current COVID-19 crisis, may adversely affect our tenants’ financial condition, the profitability of our properties, our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition. Risk Factors Related to the Retail Industry Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses; Shifts in retail sales and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside pick-up may adversely impact our revenues and cash flows; Changing economic and detail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow; Our success depends on the success and continued presence of “anchor” tenants; A significant percentage of our revenues are derived from smaller “shop space” tenants and our net income may be adversely impacted if our smaller shop tenants are not successful; We may be unable to collect balances due from tenants in bankruptcy. Risk Factors Related to Real Estate Investments and Operations We are subject to numerous laws and regulations that may adversely affect our operations or expose us to liability; Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income; We face risks associated with development, redevelopment and expansion of properties; We face risks associated with the development of mixed-use commercial properties; We face risks associated with the acquisition of properties; We face risks if we expand into new markets; We may be unable to sell properties when desired because of market conditions; Certain of the properties in our portfolio are subject to ground leases; if we are unable to renew a ground lease, purchase the fee simple interest, or are found to be in breach of a ground lease, we may be adversely affected; Climate change may adversely impact our properties directly and may lead to additional compliance obligations and costs as well as additional taxes and fees; Geographic concentration of our properties makes our business more vulnerable to natural disasters, severe weather conditions and climate change; An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties; Loss of our key personnel may adversely affect our business and operations; We face competition from numerous sources, including other REITs and other real estate owners; Costs of environmental remediation may reduce our cash flow available for distribution to stock and unit holders; Compliance with the Americans with Disabilities Act and fire, safety and other regulations may require us to make unexpected expenditures; The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data or of Regency’s proprietary or confidential information stored in our information systems or by third parties on our behalf could impact our reputation and brand and expose us to potential liability and loss of revenues. Risk Factors Related to Our Partnership and Joint Ventures We do not have voting control over all of the properties owned in our co-investment partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued; The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders. Risk Factors Related to Funding Strategies and Capital Structure Our ability to sell properties and fund acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may dilute earnings; We may acquire properties or portfolios of properties through tax-deferred contribution transactions, which may result in stockholder dilution and limit our ability to sell such assets; We depend on external sources of capital, which may not be available in the future on favorable terms or at all; Our debt financing may adversely affect our business and financial condition; Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition; Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations; Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us; The interest rates on our Unsecured Credit facilities as well as on our variable rate mortgages and interest rate swaps might change based on changes to the method in which LIBOR or its replacement rate is determined. Risk Factors Related to our Company and the Market Price for Our Securities Changes in economic and market conditions may adversely affect the market price of our securities; There is no assurance that we will continue to pay dividends at historical rates; Enhanced focus on corporate responsibility and sustainability, specifically related to environmental, social and governance matters, may impose additional costs and expose us to new risks. Risk Factors Related to Laws and Regulations If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates; Recent changes to the U.S. tax laws may have a significant negative impact on the overall economy, our tenants, our investors, and our business; Dividends paid by REITs generally do not qualify for reduced tax rates; Certain foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if we do not qualify as a “domestically controlled” REIT; Legislative or other actions affecting REITs may have a negative effect on us; Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities; Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control; The issuance of the Parent Company's capital stock may delay or prevent a change in control. Non-GAAP disclosure We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our consolidated financial statements. In addition, they reflect the exercise of management’s judgment about which expense and income items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, reconciliations of the non-GAAP financial measures we use to their most directly comparable GAAP measures are provided. Non-GAAP financial measures should not be relied upon in evaluating the financial condition, results of operations or future prospects of the Company. NAREIT FFO is a commonly used measure of REIT performance, which the National Association of Real Estate Investment Trusts (“NAREIT”) defines as net income, computed in accordance with GAAP, excluding gains on sale and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Regency computes NAREIT FFO for all periods presented in accordance with NAREIT's definition. Since NAREIT FFO excludes depreciation and amortization and gains on sales and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of the Company's operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. The Company provides a reconciliation of Net Income Attributable to Common Stockholders to NAREIT FFO. Core Operating Earnings is an additional performance measure that excludes from NAREIT FFO: (i) transaction related income or expenses (ii) gains or losses from the early extinguishment of debt; (iii) certain non-cash components of earnings derived from above and below market rent amortization, straight-line rents, and amortization of mark-to-market of debt adjustments; and (iv) other amounts as they occur. The Company provides a reconciliation of Net Income to NAREIT FFO to Core Operating Earnings. 2 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Regency’s Unequaled Strategic Advantages Development/Redevelopment Opportunities Pipeline of flexible developments and redevelopments n Positioned to create value over the long-term Local Market Teams 22 offices throughout the country working with tenants and vendors at 415 properties Unparalleled team of experienced professionals Balance Sheet and Liquidity Strength Low leverage with limited near-term maturities Debt to EBITDAre of 5.6x ~$1.5B of Total Liquidity High Quality Real Estate Portfolio 80% Grocery-Anchored Necessity, service, convenience, and value retailers serving essential needs of our communities 3 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Leading Corporate Responsibility Practices In June, Regency issued our Annual Corporate Responsibility Report. The report illustrates our continued commitment to corporate responsibility and key environmental, social, and governance initiatives and achievements. Some of our key achievements for the year include the following: n Achieved annual employee engagement goal of employee engagement of 85% or greater n Received the First Coast Healthiest Companies Award for the 11th consecutive year n Provided over 10,000 hours of employee training and continuing education and ensured 100% of employees received regular performance and career development reviews n Developed a Human Rights Policy n Approximately $1.4M contributed to charitable causes n More than 75% of employees participated in Company-sponsored volunteer opportunities n Developed a new program to allow employees the opportunity to participate in selecting recipients for corporate contributions, enabling them to direct assistance to a cause that is important to them and makes a difference in Regency’s communities n Recognized as a winning “W” company by 2020 Women on Boards for having more than 20% of its Board seats held by women n Achieved top ISS Governance Quality Score of 1 n Developed vendor and contractor management tools to help them adhere to the same high standards of the Company n Awarded a GRESB Green Star for the fifth consecutive year n Enhanced leases to include green clauses n Exceeded annual goals by reducing greenhouse gas emissions by 9%, reducing energy consumption by 6%, and increasing waste diversion by 3% n Expanded renewable energy produced to approximately 5,900-megawatt hours through power generation from 30 systems at 22 properties Our People Our Communities Environmental Ethics and Governance Stewardship 28 STRONG BRAND AND CULTURE Leading Corporate Responsibility Practices Connecting to Our Stakeholders While Executing Our Strategy OUR PEOPLE Regency's objective is to maintain a high level of employee engagement with an overall score of 85% or greater, while maintaining our award-winning benefits and wellness plans and enhancing our focus on diversity. ETHICS & GOVERNANCE Regency's objective is to maintain best-in-class corporate governance with adherence to the highest ethical behavior and corporate oversight, while continuing to achieve the highest overall scores from leading shareholder advisory firms. OUR COMMUNITIES Adhering to Regency's Core Values and culture, the Company's objective is to contribute to the betterment of communities through investment and philanthropic efforts. This includes a commitment to monetary donations as well as employees donating their time through volunteer hours annually. ENVIRONMENTAL STEWARDSHIP Regency's objectives include a continued commitment to being good stewards of our environment while reducing our overall impact, represented by our renewed goals to reduce energy consumption, greenhouse gas emissions and waste, coupled with our focus on climate resiliency. S&P 500® ESG ISS Qualityscore Materiality Disclosures GRFSB MSCI ESG Rating A TCFD SASB 4 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Portfolio Composition(1) Pro-Rata Annual Base Rent (ABR) Exposure by Category Portfolio Composition (2) % of Pro-Rata ABR 38% Other - Retail & Services 19% Essential - Restaurants 43% Essential - Retail & Services Grocery/Drugstore 22% 12% 8% 7% 6% 5% 5% 4% 4% 4% 4% 3% 3% 3% 3% 2% 2% 2% 1% Home Fitness Business Services Restaurant - Casual/Fine Dining Pet Restaurant - Fast Food/ Limited Service Other Medical Banks Essential Medical Apparel Office/Communications Off-Price Other Retail Personal Services Other Essential Retail Hobby/Sports Home Improvement/Auto Entertainment Exposure by Category % of Pro-Rata ABR ESSENTIAL - RETAIL & SERVICES ESSENTIAL - RESTAURANTS OTHER - RETAIL & SERVICES (1) Percentages may not sum to 100% due to rounding. (2) Essential retailers defined as those that supply or provide consumers and essential businesses with any basic necessary goods and services; the definition varies across municipalities. While some restaurants are deemed to be essential retail, we have excluded them from the category. 5 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Operational Update Tenant Operating Status as of July 31, 2020 Grocery/Drugstore Restaurant - Casual/Fine Dining Other Essential Retail Entertainment Home Improvement/Auto Other Medical Home Essential Medical Apparel Hobby/Sports Pet Business Services Restaurant - Fast Food/ Limited Service Personal Services Banks Other Retail Office/Communications Off-Price Fitness 100% 100% 100% 100% 98% 97% 97% 97% 97% 96% 96% 94% 94% 93% 93% 92% 89% 71% 54% Tenants Open by Category % of Pro-Rata ABR ESSENTIAL - RETAIL & SERVICES (99% OPEN) ESSENTIAL - RESTAURANTS (95% OPEN) OTHER - RETAIL & SERVICES (90% OPEN) 59% 75% 95% ‑April 30th May 31st July 31st ‑Status of Tenant Operations % of Pro-Rata ABR % of Pro-Rata ABR 5% Closed 95% Open 6 REGENCY CENTERS

 

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Operational Update Q2 Base Rent Collections as of July 31, 2020 Q2 Base Rent Collections by Category % of Pro-Rata ABR Grocery/Drugstore Restaurant - Casual/Fine Dining Other Essential Retail Entertainment Home Improvement/Auto Other Medical Home Essential Medical Apparel Hobby/Sports Pet Business Services Restaurant - Fast Food/Limited Service Personal Services Banks Other Retail Office/Communications Off-Price Fitness 99% 99% 95% 95% 94% 93% 88% 80% 72% 66% 65% 55% 53% 53% 52% 41% 38% 21% 16% ESSENTIAL - RETAIL & SERVICES (97% COLLECTED) ESSENTIAL - RESTAURANTS (61% COLLECTED) OTHER - RETAIL & SERVICES (48% COLLECTED) Q2 Base Rent Collections % of Pro-Rata ABR 23% Uncollected 5% Uncollected (deferred) 72% Collected 7 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Operational Update July Base Rent Collections as of July 31, 2020 July Base Rent Collections by Category % of Pro-Rata ABR Grocery/Drugstore Restaurant - Casual/Fine Dining Other Essential Retail Entertainment Home Improvement/Auto Other Medical Home Essential Medical Apparel Hobby/Sports Pet Business Services Restaurant - Fast Food/Limited Service Personal Services Banks Other Retail Office/Communications Off-Price Fitness 99% 99% 96% 95% 91% 91% 87% 84% 79% 79% 74% 74% 69% 56% 55% 51% 41% 30% 25% ESSENTIAL - RETAIL & SERVICES (96% COLLECTED) ESSENTIAL - RESTAURANTS (63% COLLECTED) OTHER - RETAIL & SERVICES (57% COLLECTED) July Base Rent Collections % of Pro-Rata ABR 21% Uncollected 4% Uncollected (deferred) 75% Collected 8 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Operational Update Q2 & July Base Rent Collections as of July 31, 2020 Total Portfolio Composition % of Pro-Rata ABR Q2 and July Rent Collections % of Pro-Rata ABR National, Regional & Local Portfolio Composition(1) Anchor & Shop Portfolio Composition(2) 23% Local 77% National & Regional 56% Shop 44% Anchor (1) Local Tenants: <3 locations; National/Regional Tenants: ≥ 3 locations (2) Shop Tenants: <10K square feet; Anchor Tenants: ≥ 10K square feet 0% 20% 40% 60% 80% 100% Q2 July 74% 80% 64% 59% NATIONAL & REGIONAL LOCAL 0% 20% 40% 60% 80% 100% Q2 July 78% 82% 67% 70% ANCHOR SHOP 9 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Operational Update Executed Deferral Agreements as of July 31, 2020 Total Executed Deferral Agreements (through July 31, 2020) Lease Count 633 Average Deferral Term (in months) 2.9 Total Deferred Rent (in 000s) $16,435(1) National, Regional & Local Tenant Composition Executed Deferral Agreements 16% Local 84% National & Regional Anchor & Shop Tenant Composition 53% Anchor 47% Shop Repayments by Year 78% 2021 4% 2022+ 18% 2020 (1) 80% of total deferred rent is for rent billed in Q2 2020. See Q2 supplemental package on page 33 for additional details. 10 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Investments Update Managed Commitments Regency continues to evaluate the impacts to project scope, investment, tenancy, timing, and return on investment on all in process and pipeline projects to determine the most appropriate future direction. Status as of: 3/31/2020 6/30/2020 Regency’s Estimated Net Project Costs ~$190M ~$190M % of Project Costs Incurred 58% 65% Remaining Project Costs ~$80M ~$70M In-Process Developments & Redevelopments The Abbot Boston, MA Market Common Clarendon Metro D.C. Carytown Exchange Richmond, VA 11 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Investments Update Project Status as of August 3, 2020(1) IN-PROCESS Carytown Exchange Phase I Ground up Development in Richmond anchored by Publix; construction will be phased as 2 projects; Phase I construction will include Publix & Shop Building The Village at Hunter's Lake Ground up development in Tampa anchored by Sprouts; construction proceeding as planned and nearly complete West Bird Plaza Redevelopment in Miami to construct new Publix; construction proceeding as planned Point 50 Redevelopment in metro DC to construct new grocery anchored center; construction proceeding as planned and nearly complete Bloomingdale Square Redevelopment in Tampa to relocate Publix and add LA Fitness and HOME Centric The Abbot Phase I Redevelopment of historic Harvard Square buildings; construction was halted in late March and restarted June 1st when the government mandate was lifted; construction will be phased as 2 projects; Phase I includes the completion of 1 ground-up building Market Common Clarendon Office Phase I Redevelopment of a vacant office bldg. in Metro DC; construction will be phased as 2 projects; Phase I construction plan includes completing the shell building as well as the delivery to Equinox PIPELINE Gateway Plaza at Aventura Redevelopment of former Babies R Us space in Miami, lease negotiations continue with specialty grocer as scope of project is reviewed Westbard Square Redevelopment of Giant anchored center in metro DC into mixed use center, entitlements proceeding, scope and economics under review Hancock Center Potential sale or redevelopment of former Sears in Austin Costa Verde Center Large scale redevelopment in San Diego into mixed use with retail, office & hotel, entitlements advancing, economics and timing under review Town and Country Center Redevelopment of former Kmart in LA with retail below multifamily, entitlements advancing, economics and timing under review Serramonte Center Multi-phased redevelopment with plans of 3 projects including new retail as well as other uses to continue to augment this Class A mall. The project is currently under review as Management reassess the scope, merchandising, project costs, and return on investment in light of the COVID-19 pandemic. Culver Public Market Ground up development in LA; vertical construction had not commenced; management evaluating future direction The Abbot Phase II Phase 2 of this redevelopment in Harvard Square includes the interior building completion and tenant buildouts Market Common Clarendon Office Phase II Phase 2 of this redevelopment of a vacant office building in Metro DC; includes the interior building completion and tenant buildouts Carytown Exchange Phase II Phase II of this Richmond ground up development anchored by Publix will consist of the 3 additional shop buildings (1) Please refer to the 2Q'20 supplemental filing for additional project level detail. 12 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Balance Sheet Strength Low Leverage Provides Flexibility Regency has taken additional steps to further strengthen its balance sheet and to provide financial flexibility amid the evolving effects of the COVID-19 pandemic, including issuing $600 million of 10-year 3.70% notes in May 2020. Total Pro-Rata Share Leverage Ratios 6/30/20 Net debt-to-Operating EBITDAre 5.6x Fixed charge coverage 4.0x Interest coverage 4.4x Unsecured Public Debt Covenants Required 6/30/20(3) Fair Market Value Calculation Method Covenants(1)(2) Total Consolidated Debt to Total Consolidated Assets ≤ 65% 31% Secured Consolidated Debt to Total Consolidated Assets ≤ 40% 4% Consolidated Income for Debt Service to Consolidated Debt Service ≥ 1.5x 4.3x Unencumbered Consolidated Assets to Unsecured Consolidated Debt >150% 328% (1) For a complete listing of all Debt Covenants related to the Company's Senior Unsecured Notes, as well as definitions of the above terms, please refer to the Company's filings with the Securities and Exchange Commission. (2) Current period debt covenants are finalized and submitted after the Company's most recent Form 10-Q or Form 10-K filing. (3) Trailing 12 months. 13 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Balance Sheet Strength A Well-Laddered Maturity Schedule (Schedule below is pro forma for the noticed $300 million bond redemption) $40 $180 $376 $136 $373 $334 $320 $594 $337 $449 $672 $32 $425 $300 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2046 2047 2049‑ IN MILLIONS Wtd average years to maturity: 9+ years Wtd average interest rate: 3.5% UNCONSOLIDATED DEBT - SECURED CONSOLIDATED DEBT - SECURED UNSECURED DEBT - BONDS UNSECURED DEBT - TERM Debt Maturity Profile as of August 3, 2020 (Cash Balance: $287M)1 (1) Net of planned September 2020 redemption of the $300 million senior unsecured notes due November 2022 14 REGENCY CENTERS COVID-19 BUSINESS UPDATE

 

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Ample Liquidity Available Sources and Near-Term Commitments(1) $220M 2020 2021 Debt Maturities $380M 2022 Debt Maturities(1) $70M Dev/Redev Committed Capital Cash On Hand(1) $290M Undrawn Revolver $1.2B $830M Net Liquidity $1.5B Total Liquidity IN MILLIONS Sources Uses (1) As of August 3, 2020, net of planned September 2020 redemption of the $300 million senior unsecured notes due November 2022. 15 REGENCY CENTERS COVID-19 BUSINESS UPDATE