EX-99.2 3 exhibit992-supplementa.htm EXHIBIT 99.2 Exhibit
Exhibit 99.2




 
 
URBAN EDGE PROPERTIES
 
SUPPLEMENTAL DISCLOSURE
PACKAGE
 
September 30, 2019
 
 



image3a79.jpg




 
 
 
 
Urban Edge Properties
888 7th Avenue, New York, NY 10019
NY Office: 212-956-2556
www.uedge.com
 







URBAN EDGE PROPERTIES
SUPPLEMENTAL DISCLOSURE
September 30, 2019
(unaudited)
 
 
TABLE OF CONTENTS
 
Page
Press Release
 
Third Quarter 2019 Earnings Press Release
1
 
 
Overview
 
Summary Financial Results and Ratios
10
 
 
Consolidated Financial Statements
 
Consolidated Balance Sheets
11
Consolidated Statements of Income
12
 
 
Non-GAAP Financial Measures and Supplemental Data
 
Supplemental Schedule of Net Operating Income
13
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre)
14
Funds from Operations
15
Market Capitalization, Debt Ratios and Liquidity
16
Additional Disclosures
17
 
 
Leasing Data
 
Tenant Concentration - Top Twenty-Five Tenants
18
Leasing Activity
19
Retail Portfolio Lease Expiration Schedules
20
 
 
Property Data
 
Property Status Report
22
Property Acquisitions and Dispositions
25
Development, Redevelopment and Anchor Repositioning Projects
26
 
 
Debt Schedules
 
Debt Summary
28
Mortgage Debt Summary
29
Debt Maturity Schedule
30
 
 








 
image2a89.jpg
 
 
 
 
 
Urban Edge Properties
For additional information:
888 Seventh Avenue
Mark Langer, EVP and
New York, NY 10019
Chief Financial Officer
212-956-2556
 
 
 
 
 
 
 
 
 
FOR IMMEDIATE RELEASE:
 
 
 
 
Urban Edge Properties Reports Third Quarter 2019 Results
        
NEW YORK, NY, October 30, 2019 - Urban Edge Properties (NYSE:UE) (the "Company") today announced its results for the quarter ended September 30, 2019.

Financial Results(1)(2) 
Generated net income of $56.7 million, or $0.45 per diluted share, for the quarter compared to net income of $26.9 million, or $0.21 per diluted share, for the third quarter of 2018 and $112.7 million, or $0.89 per diluted share, for the nine months ended September 30, 2019 compared to $109.7 million, or $0.86 per diluted share, for the nine months ended September 30, 2018.
Generated Funds from Operations applicable to diluted common shareholders ("FFO") of $38.2 million, or $0.30 per share, for the quarter compared to $46.3 million, or $0.37 per share, for the third quarter of 2018 and $132.4 million, or $1.05 per share, for the nine months ended September 30, 2019 compared to $130.0 million, or $1.03 per share, for the nine months ended September 30, 2018.
Generated FFO as Adjusted of $36.5 million, or $0.29 per share, for the quarter compared to $41.9 million, or $0.33 per share, for the third quarter of 2018 and $111.1 million, or $0.88 per share, for the nine months ended September 30, 2019 compared to $124.7 million, or $0.98 per share, for the nine months ended September 30, 2018.
Operating Results(1)(3) 
Reported a decline in same-property cash Net Operating Income ("NOI") including properties in redevelopment of 1.8% compared to the third quarter of 2018 and a decline of 0.6% compared to the nine months ended September 30, 2018. Excluding the impact of anchor bankruptcies, same-property cash NOI including properties in redevelopment for the quarter and for the nine months ended September 30, 2019 would have increased by 1.6% and 3.7%, respectively.
Reported a decline in same-property cash NOI excluding properties in redevelopment of 2.7% compared to the third quarter of 2018 and of 1.9% compared to the nine months ended September 30, 2018. Excluding the impact of anchor bankruptcies, same-property cash NOI excluding properties in redevelopment would have increased by 0.4% for the quarter and by 2.2% for the nine months ended September 30, 2019.
Reported same-property portfolio occupancy of 93.2%, an increase of 50 basis points compared to June 30, 2019 and a decrease of 270 basis points compared to September 30, 2018, primarily due to anchor bankruptcies.
Reported consolidated portfolio occupancy of 92.6%, an increase of 50 basis points compared to June 30, 2019 and a decrease of 260 basis points compared to September 30, 2018.
Executed 30 new leases, renewals and options totaling 401,000 square feet ("sf") during the quarter. Same-space leases totaled 400,000 sf and generated average rent spreads of 14.2% on a GAAP basis and 9.4% on a cash basis.
“We have made considerable progress on our anchor releasing efforts upgrading the quality of our portfolio with more vibrant retailers,” said Jeff Olson, Chairman and CEO.  “We are pleased with the strides being made across our platform which we expect will lead to meaningful improvements in occupancy, same-property NOI and earnings growth going forward.”
Development and Redevelopment
The Company completed five redevelopment projects with total estimated costs of $80.4 million during the third quarter:
Bergen Town Center in Paramus, NJ - expanded center with the addition of Burlington and added new restaurants including Ruth's Chris, Cava Grill, Sticky's Finger Joint and Chopt

1


West Branch Commons in Union, NJ - Burlington replaced former Toys “R” Us
Amherst Commons in Amherst, NY - Burlington replaced former Toys “R” Us
Briarcliff Commons in Morris Plains, NJ - Renovated façade and added Chick-fil-A and First Watch

The Company has $42.5 million of active redevelopment projects under way, which are expected to generate a 9% unleveraged yield. Approximately $8.3 million of that amount remains to be funded.

The Company is advancing its plans to redevelop and further densify its flagship assets, which include Bergen Town Center, Bruckner Commons, Hudson Mall, and Yonkers Gateway Center.

Anchor Leasing
As of the beginning of the year, the Company had 12 large anchor vacancies (>30,000 sf) accounting for approximately 710,000 sf of gross leasable area with a market rent of approximately $18 million a year. Significant progress has been made in addressing these vacancies:
The Company has executed leases on four of these vacancies, including two since the last quarter. Recently signed leases include LA Fitness at Shops at Bruckner and Fun City at Salem. The four executed leases will generate approximately $4.6 million in annual rent, approximately 50% of which commenced at the end of the third quarter of 2019.
On seven of these vacancies, the Company is in active negotiations with grocers, discounters, entertainment concepts and industrial users. The Company expects to sign leases with several of these operators soon with the remaining leases expected to be completed in the first half of 2020. The remaining vacancy at Bruckner Commons in the Bronx, NY will likely be incorporated into a larger scale redevelopment.

Acquisition and Disposition Activity
The Company is under contract to purchase three assets with a total consideration of $38 million. One asset is located in the Boston metropolitan area and two assets are adjacent to our existing property, Bergen Town Center. The acquisitions are expected to be executed via 1031 exchanges and funded using proceeds from dispositions.

Year-to-date, the Company has sold nine non-core properties for $127 million, including seven properties for $92 million during the quarter. The Company has three properties under contract to sell for approximately $60 million. The weighted average cap rate on properties sold or under contract to sell is approximately 7.4%.

Balance Sheet Highlights at September 30, 2019(1)(4)(5)(6) 
Total market capitalization of approximately $4.1 billion, comprised of 127.0 million fully-diluted common shares valued at $2.5 billion and $1.6 billion of debt.
Net debt to total market capitalization of 25%.
Net debt to Adjusted Earnings before interest, tax, depreciation and amortization for real estate ("EBITDAre") of 4.8x.
$536.3 million of cash and cash equivalents, including restricted cash.

Financing and Investing Activities
During the quarter, the Company amended its $600 million revolving credit facility, extending the maturity date from March 2021 to January 2024 with two six-month extension options. The amended facility contains terms and conditions materially consistent with the prior agreement except that borrowing rates are generally lower by 5 basis points depending on the Company's leverage level. No amounts have been drawn on the credit facility.

In August, the Company received requests from certain OP unitholders(7) to redeem 357,998 OP Units. The Company elected to satisfy these redemptions by repurchasing the OP Units at a price of $16.70 per OP unit, resulting in total cash consideration of $6.0 million.




(1) Refer to "Non-GAAP Financial Measures" and "Operating Metrics" for definitions and additional detail.
(2) Refer to page 5 for a reconciliation of net income to FFO and FFO as Adjusted for the quarter ended September 30, 2019.
(3) Refer to page 6 for a reconciliation of net income to Cash NOI and Same-Property Cash NOI for the quarter ended September 30, 2019.
(4) Refer to page 7 for a reconciliation of net income to EBITDAre and annualized Adjusted EBITDAre for the quarter ended September 30, 2019.
(5) Net debt as of September 30, 2019 is calculated as total consolidated debt of $1.6 billion less total cash and cash equivalents, including restricted cash, of $536.3 million.
(6) Refer to page 16 for the calculation of market capitalization as of September 30, 2019.
(7) OP unitholders refer to holders of limited partnership interests ("OP Units") in Urban Edge Properties LP, the Company's operating partnership.

2


Non-GAAP Financial Measures
The Company uses certain non-GAAP performance measures, in addition to the primary GAAP presentations, as we believe these measures improve the understanding of the Company's operational results. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the investing public, and thus such reported measures are subject to change. The Company's non-GAAP performance measures have limitations as they do not include all items of income and expense that affect operations, and accordingly, should always be considered as supplemental financial results. The following non-GAAP measures are commonly used by the Company and investing public to understand and evaluate our operating results and performance:
FFO: The Company believes FFO is a useful, supplemental measure of its operating performance that is a recognized metric used extensively by the real estate industry and, in particular real estate investment trusts ("REITs"). FFO, as defined by the National Association of Real Estate Investment Trusts ("Nareit") and the Company, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciable real estate and land when connected to the main business of a REIT, impairments on depreciable real estate or land related to a REIT's main business and rental property depreciation and amortization expense. The Company believes that financial analysts, investors and shareholders are better served by the presentation of comparable period operating results generated from FFO primarily because it excludes the assumption that the value of real estate assets diminish predictably. FFO does not represent cash flows from operating activities in accordance with GAAP, should not be considered an alternative to net income as an indication of our performance, and is not indicative of cash flow as a measure of liquidity or our ability to make cash distributions.
FFO as Adjusted: The Company provides disclosure of FFO as Adjusted because it believes it is a useful supplemental measure of its core operating performance that facilitates comparability of historical financial periods. FFO as Adjusted is calculated by making certain adjustments to FFO to account for items the Company does not believe are representative of ongoing core operating results, including non-comparable revenues and expenses. The Company's method of calculating FFO as Adjusted may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
Cash NOI: The Company uses cash NOI internally to make investment and capital allocation decisions and to compare the unlevered performance of our properties to our peers. The Company believes cash NOI is useful to investors as a performance measure because, when compared across periods, cash NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis, providing perspective not immediately apparent from net income. The Company calculates cash NOI using net income as defined by GAAP reflecting only those income and expense items that are incurred at the property level, adjusted for non-cash rental income and expense, and income or expenses that we do not believe are representative of ongoing operating results, if any. In addition, the Company uses cash NOI margin, calculated as cash NOI divided by total revenue, which the Company believes is useful to investors for similar reasons.
Same-property Cash NOI: The Company provides disclosure of cash NOI on a same-property basis, which includes the results of properties that were owned and operated for the entirety of the reporting periods being compared totaling 73 properties for the three months ended September 30, 2019 and 2018 and 72 properties for the nine months ended September 30, 2019 and 2018. Information provided on a same-property basis excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the gross leasable area ("GLA") is taken out of service and also excludes properties acquired or sold during the periods being compared. As such, same-property cash NOI assists in eliminating disparities in net income due to the development, redevelopment, acquisition or disposition of properties during the periods presented, and thus provides a more consistent performance measure for the comparison of the operating performance of the Company's properties. While there is judgment surrounding changes in designations, a property is removed from the same-property pool when it is designated as a redevelopment property because it is undergoing significant renovation or retenanting pursuant to a formal plan that is expected to have a significant impact on its operating income. A development or redevelopment property is moved back to the same-property pool once a substantial portion of the NOI growth expected from the development or redevelopment is reflected in both the current and comparable prior year period, generally one year after at least 80% of the expected NOI from the project is realized on a cash basis. Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. The Company has also provided disclosure of cash NOI on a same-property basis adjusted to include redevelopment properties. Same-property cash

3


NOI may include other adjustments as detailed in the Reconciliation of Net Income to cash NOI and same-property cash NOI included in the tables accompanying this press release.
EBITDAre and Adjusted EBITDAre: EBITDAre and Adjusted EBITDAre are supplemental, non-GAAP measures utilized by us in various financial ratios. The White Paper on EBITDAre, approved by Nareit's Board of Governors in September 2017, defines EBITDAre as net income (computed in accordance with GAAP), adjusted for interest expense, income tax expense, depreciation and amortization, losses and gains on the disposition of depreciated property, impairment write-downs of depreciated property and investments in unconsolidated joint ventures, and adjustments to reflect the entity's share of EBITDAre of unconsolidated joint ventures. EBITDAre and Adjusted EBITDAre are presented to assist investors in the evaluation of REITs, as a measure of the Company's operational performance as they exclude various items that do not relate to or are not indicative of our operating performance and because they approximate key performance measures in our debt covenants. Accordingly, the Company believes that the use of EBITDAre and Adjusted EBITDAre, as opposed to income before income taxes, in various ratios provides meaningful performance measures related to the Company's ability to meet various coverage tests for the stated periods. Adjusted EBITDAre may include other adjustments not indicative of operating results as detailed in the Reconciliation of Net Income to EBITDAre and Adjusted EBITDAre included in the tables accompanying this press release. The Company also presents the ratio of net debt (net of cash) to annualized Adjusted EBITDAre as of September 30, 2019, and net debt (net of cash) to total market capitalization, which it believes is useful to investors as a supplemental measure in evaluating the Company's balance sheet leverage. The presentation of EBITDAre and Adjusted EBITDAre is consistent with EBITDA and Adjusted EBITDA as presented in prior periods.
The Company believes net income is the most directly comparable GAAP financial measure to the non-GAAP performance measures outlined above. Reconciliations of these measures to net income have been provided in the tables accompanying this press release.

Operating Metrics

The Company presents certain operating metrics related to our properties, including occupancy, leasing activity and rental rates. Operating metrics are used by the Company and are useful to investors in facilitating an understanding of the operational performance for our properties.

Occupancy metrics represent the percentage of occupied gross leasable area based on executed leases (including properties in development and redevelopment) and includes leases signed, but for which rent has not yet commenced. Same-property portfolio occupancy includes properties that have been owned and operated for the entirety of the reporting periods being compared totaling 73 properties for the three months ended September 30, 2019 and 2018 and 72 properties for the nine months ended September 30, 2019 and 2018. Occupancy metrics presented for the Company's same-property portfolio excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the gross leasable area is taken out of service and also excludes properties acquired within the past 12 months or properties sold during the periods being compared.

Executed new leases, renewals and exercised options are presented on a same-space basis. Same-space leases represent those leases signed on spaces for which there was a previous lease.









4


Reconciliation of Net Income to FFO and FFO as Adjusted

The following table reflects the reconciliation of net income to FFO and FFO as Adjusted for the three and nine months ended September 30, 2019 and 2018, respectively. Net income is considered the most directly comparable GAAP measure. Refer to "Non-GAAP Financial Measures" on page 3 for a description of FFO and FFO as Adjusted.
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2019
 
2018
 
2019
 
2018
Net income
$
56,700

 
$
26,899

 
$
112,659

 
$
109,712

Less net (income) loss attributable to noncontrolling interests in:
 
 
 
 
 
 
 
Operating partnership
(2,662
)
 
(2,688
)
 
(6,535
)
 
(11,041
)
Consolidated subsidiaries
2

 
(11
)
 
24

 
(34
)
Net income attributable to common shareholders
54,040

 
24,200


106,148


98,637

Adjustments:
 
 
 
 
 
 
 
Rental property depreciation and amortization
21,262

 
21,639

 
65,233

 
72,969

Gain on sale of real estate
(39,716
)
 
(2,185
)
 
(68,219
)
 
(52,625
)
Real estate impairment loss

 

 
22,653

 

Limited partnership interests in operating partnership
2,662

 
2,688

 
6,535

 
11,041

FFO Applicable to diluted common shareholders
38,248


46,342


132,350


130,022

FFO per diluted common share(1)
0.30

 
0.37


1.05


1.03

Adjustments to FFO:
 
 
 
 
 
 
 
Gain on sale of lease(2)
(1,849
)
 

 
(1,849
)
 

Tenant bankruptcy settlement income
(63
)
 
(27
)
 
(925
)
 
(305
)
Transaction, severance and other expenses
167

 
560

 
951

 
560

Casualty gain, net(3)

 
(3
)
 
(13,583
)
 
(691
)
Impact from tenant bankruptcies(4)

 
(6,956
)
 
(7,366
)
 
(5,081
)
Tax impact from Hurricane Maria

 
3

 
1,111

 
229

Executive transition costs

 
1,932

 
375

 
1,932

Environmental remediation costs

 

 

 
584

Gain on extinguishment of debt

 

 

 
(2,524
)
FFO as Adjusted applicable to diluted common shareholders
$
36,503


$
41,851


$
111,064


$
124,726

FFO as Adjusted per diluted common share(1)
$
0.29

 
$
0.33


$
0.88


$
0.98

 
 
 
 
 
 
 
 
Weighted Average diluted common shares(1)
126,374

 
126,709

 
126,490

 
126,644

(1) Weighted average diluted shares used to calculate FFO per share and FFO as Adjusted per share for the three and nine months ended September 30, 2019 and September 30, 2018, respectively are higher than the GAAP weighted average diluted shares as a result of the dilutive impact of LTIP and OP units which may be redeemed for our common shares.
(2) Amount for the three and nine months ended September 30, 2019 reflects a gain on the sale of our ground lease in Tysons Corner, VA.
(3) Amount for the nine months ended September 30, 2019 reflects insurance proceeds for Hurricane Maria at our two malls in Puerto Rico and tornado damage at our shopping center in Wilkes-Barre, PA.
(4) Amount for the nine months ended September 30, 2019 reflects a write-off of the below-market intangible liability connected with the rejection of our Kmart lease in Huntington, NY.

5


Reconciliation of Net Income to Cash NOI and Same-Property Cash NOI

The following table reflects the reconciliation of net income to cash NOI, same-property cash NOI and same-property cash NOI including properties in redevelopment for the three and nine months ended September 30, 2019 and 2018, respectively. Net income is considered the most directly comparable GAAP measure. Refer to "Non-GAAP Financial Measures" on page 3 for a description of cash NOI and same-property cash NOI.
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(Amounts in thousands)
2019
 
2018
 
2019
 
2018
Net income
$
56,700

 
$
26,899

 
$
112,659

 
$
109,712

Management and development fee income from non-owned properties
(280
)
 
(375
)
 
(940
)
 
(1,064
)
Other expense (income)
251

 
(46
)
 
799

 
(119
)
Depreciation and amortization
21,496

 
21,833

 
65,893

 
73,544

General and administrative expense
8,353

 
9,702

 
28,943

 
25,579

Casualty and impairment loss (gain), net(1)

 
58

 
9,070

 
(1,248
)
Gain on sale of real estate
(39,716
)
 
(2,185
)
 
(68,219
)
 
(52,625
)
Gain on sale of lease
(1,849
)
 

 
(1,849
)
 

Interest income
(2,706
)
 
(2,388
)
 
(7,670
)
 
(5,943
)
Interest and debt expense
16,861

 
16,756

 
49,869

 
48,059

Gain on extinguishment of debt

 

 

 
(2,524
)
Income tax expense
53

 
115

 
1,249

 
741

Non-cash revenue and expenses
(1,790
)
 
(19,514
)
 
(12,953
)
 
(28,595
)
Cash NOI
57,373


50,855


176,851


165,517

Adjustments:
 
 
 
 
 
 
 
Non-same property cash NOI(2)
(4,855
)
 
(6,901
)
 
(24,412
)
 
(27,194
)
Tenant bankruptcy settlement income and lease termination income
(374
)
 
(27
)
 
(1,553
)
 
(1,004
)
Lease termination payment

 
9,500

 

 
15,500

Natural disaster related operating loss

 
(6
)
 

 
172

Construction rental abatement

 
164

 

 
164

Environmental remediation costs

 

 

 
584

Same-property cash NOI(3)
$
52,144

 
$
53,585


$
150,886


$
153,739

Cash NOI related to properties being redeveloped
3,415

 
2,992

 
17,041

 
15,162

Same-property cash NOI including properties in redevelopment(3)
$
55,559

 
$
56,577


$
167,927


$
168,901

(1) The nine months ended September 30, 2019 reflect real estate impairment losses, offset by insurance proceeds for Hurricane Maria at our two malls in Puerto Rico and for tornado damage at our shopping center in Wilkes-Barre, PA. The nine months ended September 30, 2018 reflect hurricane-related insurance proceeds net of expenses.
(2) Non-same property cash NOI includes cash NOI related to properties being redeveloped and properties acquired or disposed.
(3) The results for the three and nine months ended September 30, 2019 and 2018 were negatively impacted by store closures from anchor bankruptcies. Excluding the impact of the bankruptcies of Toys “R” Us, National Wholesale Liquidators, Fallas and Sears (Kmart), same-property cash NOI would have increased by 0.4% for the three months ended September 30, 2019 and by 2.2% for the nine months ended September 30, 2019, and same-property cash NOI including properties in redevelopment would have increased by 1.6% for the three months ended September 30, 2019 and by 3.7% for the nine months ended September 30, 2019:
 
 
 
Three Months Ended September 30,
 
Percent Change
 
Nine Months Ended September 30,
 
Percent Change
 
 
 
2019
 
2018
 
 
2019
 
2018
 
 
Same-property cash NOI
$
52,144

 
$
53,585

 
(2.7)%
 
$
150,886

 
$
153,739

 
(1.9)%
 
Cash NOI lost due to anchor bankruptcies
3,212

 
1,566

 
 
 
8,698

 
2,344

 
 
 
Same-property cash NOI including item above
55,356

 
55,151

 
0.4%
 
159,584

 
156,083

 
2.2%
 
Cash NOI related to properties being redeveloped
3,415

 
2,992

 
 
 
17,041

 
15,162

 
 
 
Cash NOI lost due to anchor bankruptcies at properties being redeveloped
274

 
(17
)
 
 
 
907

 
22

 
 
 
Same-property cash NOI including properties in redevelopment and including item above
$
59,045


$
58,126

 
1.6%
 
$
177,532

 
$
171,267

 
3.7%

6


Reconciliation of Net Income to EBITDAre and Adjusted EBITDAre

The following table reflects the reconciliation of net income to EBITDAre and Adjusted EBITDAre for the three and nine months ended September 30, 2019 and 2018, respectively. Net income is considered the most directly comparable GAAP measure. Refer to "Non-GAAP Financial Measures" on page 3 for a description of EBITDAre and Adjusted EBITDAre.
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(Amounts in thousands)
2019
 
2018
 
2019
 
2018
Net income
$
56,700

 
$
26,899

 
$
112,659

 
$
109,712

Depreciation and amortization
21,496

 
21,833

 
65,893

 
73,544

Interest and debt expense
16,861

 
16,756

 
49,869

 
48,059

Income tax expense
53

 
115

 
1,249

 
741

Gain on sale of real estate
(39,716
)
 
(2,185
)
 
(68,219
)
 
(52,625
)
Real estate impairment loss

 

 
22,653

 

EBITDAre
55,394


63,418

 
184,104

 
179,431

Adjustments for Adjusted EBITDAre:
 
 
 
 
 
 
 
Gain on sale of lease(1)
(1,849
)
 

 
(1,849
)
 

Tenant bankruptcy settlement income
(63
)

(27
)

(925
)

(305
)
Transaction, severance and other expenses
167

 
560

 
951

 
560

Casualty gain, net(1)


(3
)

(13,583
)

(691
)
Impact from tenant bankruptcies(1)


(6,956
)

(7,366
)

(5,081
)
Executive transition costs


1,932


375


1,932

Environmental remediation costs






584

Gain on extinguishment of debt






(2,524
)
Adjusted EBITDAre
$
53,649


$
58,924


$
161,707


$
173,906

(1) Refer to footnotes on page 5, Reconciliation of Net Income to FFO and FFO as Adjusted, for the adjustments included in these line items.

7


ADDITIONAL INFORMATION
For a copy of the Company’s supplemental disclosure package, please access the "Investors" section of our website at www.uedge.com. Our website also includes other financial information, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports.

ABOUT URBAN EDGE
Urban Edge Properties is a NYSE listed real estate investment trust focused on managing, acquiring, developing, and redeveloping retail real estate in urban communities, primarily in the New York metropolitan region. Urban Edge owns 78 properties totaling 15.0 million square feet of gross leasable area.

FORWARD-LOOKING STATEMENTS
Certain statements contained in this Press Release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximates,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “would,” “may” or other similar expressions in this Press Release. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict; These factors include, among others, the impact of e-commerce; the loss of or bankruptcy of major tenants; general economic conditions and changes in the real estate market in particular; adverse economic conditions in the areas in which our properties are located; natural disasters; potentially higher costs related to our development, redevelopment and anchor repositioning projects, and our ability to lease these projects at projected rates; competition for acquisitions; the loss of key personnel; the availability of financing and changes in, and compliance with, tax law and REIT qualifications. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2018 and the other documents filed by the Company with the Securities and Exchange Commission.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this Press Release. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this Press Release.


8



URBAN EDGE PROPERTIES
 
 
 
ADDITIONAL DISCLOSURES
 
 
 
As of September 30, 2019
 
 
 
 
 
 
 

Basis of Presentation
The information contained in the Supplemental Disclosure Package does not purport to disclose all items required by GAAP and is unaudited information. This Supplemental Disclosure Package should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2018 and the Quarterly Report on Form 10-Q for the quarter ended September 30, 2019. The results of operations of any property acquired are included in the Company's financial statements since the date of acquisition, although such properties may be excluded from certain metrics disclosed in this Supplemental Disclosure Package.
Non-GAAP Financial Measures and Forward-Looking Statements
For additional information regarding non-GAAP financial measures and forward-looking statements, please see pages 3 and 8 of this Supplemental Disclosure Package.




9



URBAN EDGE PROPERTIES
 
 
SUMMARY FINANCIAL RESULTS AND RATIOS
 
 
For the three and nine months ended September 30, 2019 (unaudited)
 
(in thousands, except per share, sf, rent psf and financial ratio data)
 
 
 
 
 
 
 
Three months ended
 
Nine months ended
Summary Financial Results
 
September 30, 2019
 
September 30, 2019
Total revenue
 
$
91,243

 
$
291,722

General & administrative expenses (G&A)
 
$
8,353

 
$
28,943

Net income attributable to common shareholders
 
$
54,040

 
$
106,148

Earnings per diluted share
 
$
0.45

 
$
0.89

Adjusted EBITDAre(7)
 
$
53,649

 
$
161,707

Funds from operations (FFO)
 
$
38,248

 
$
132,350

FFO per diluted common share
 
$
0.30

 
$
1.05

FFO as Adjusted
 
$
36,503

 
$
111,064

FFO as Adjusted per diluted common share
 
$
0.29

 
$
0.88

Total dividends paid per share
 
$
0.22

 
$
0.66

Stock closing price low-high range (NYSE)
 
$16.24 to $20.22

 
$16.24 to $20.73

Weighted average diluted shares used in EPS computations(1)
 
121,183

 
126,489

Weighted average diluted common shares used in FFO computations(1)
 
126,374

 
126,490

 
 
 
 
 
Summary Property, Operating and Financial Data
 
 
 
 
# of Total properties / # of Retail properties
 
78 / 77

 
 
Gross leasable area (GLA) sf - retail portfolio(3)(5)
 
14,075,000

 
 
Weighted average annual rent psf - retail portfolio(3)(5)
 
$
19.17

 
 
Consolidated occupancy at end of period
 
92.6
 %
 
 
Consolidated retail portfolio occupancy at end of period(5)
 
92.1
 %
 
 
Same-property portfolio occupancy at end of period(2)
 
93.2
 %
 
 
Same-property portfolio physical occupancy at end of period(4)(2)
 
91.0
 %
 
 
Same-property cash NOI growth(2)
 
(2.7
)%
 
(1.9
)%
Same-property cash NOI growth, including redevelopment properties
 
(1.8
)%
 
(0.6
)%
Cash NOI margin - total portfolio
 
64.5
 %
 
63.9
 %
Expense recovery ratio - total portfolio
 
92.8
 %
 
94.6
 %
New, renewal and option rent spread - cash basis(8)
 
9.4
 %
 
6.6
 %
New, renewal and option rent spread - GAAP basis(8)
 
14.2
 %
 
12.8
 %
Net debt to total market capitalization(6)
 
25.1
 %
 
25.1
 %
Net debt to Adjusted EBITDAre(6)
 
4.8
x
 
4.7
x
Adjusted EBITDAre to interest expense(7)
 
3.3
x
 
3.4
x
Adjusted EBITDAre to fixed charges(7)
 
3.0
x
 
3.1
x
 
 
 
 
 
(1) Weighted average diluted shares used to calculate FFO per share and FFO as Adjusted per share for the three and nine months ended September 30, 2019, respectively are higher than the GAAP weighted average diluted shares as a result of the dilutive impact of LTIP and OP units which may be redeemed for our common shares.
(2) The same-property pool for both cash NOI and occupancy includes properties the Company consolidated, owned and operated for the entirety of both periods being compared and excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the GLA is taken out of service and also excludes properties acquired or sold during the periods being compared.
(3) GLA - retail portfolio excludes 942,000 sf of warehouses and 75,000 sf of self-storage. Weighted average annual rent per square foot for our retail portfolio and warehouses was $18.25.
(4) Physical occupancy includes tenants that have access to their leased space and includes dark and paying tenants.
(5) Our retail portfolio includes shopping centers and malls and excludes warehouses and self-storage.
(6) See computation for the three months ended September 30, 2019 on page 16. Adjusted EBITDAre is annualized for purposes of calculating net debt to Adjusted EBITDAre.
(7) See computation on page 14.
(8) See computation on page 19.

10



URBAN EDGE PROPERTIES
 
 
CONSOLIDATED BALANCE SHEETS
 
 
As of September 30, 2019 (unaudited) and December 31, 2018
 
 
(in thousands, except share and per share amounts)
 
 
 
 
 
 
September 30,
 
December 31,
 
2019
 
2018
ASSETS
 
 
 

Real estate, at cost:
 

 
 

Land
$
500,411

 
$
525,819

Buildings and improvements
2,169,835

 
2,156,113

Construction in progress
43,671

 
80,385

Furniture, fixtures and equipment
7,315

 
6,675

Total
2,721,232

 
2,768,992

Accumulated depreciation and amortization
(662,713
)
 
(645,872
)
Real estate, net
2,058,519

 
2,123,120

Right-of-use assets
83,523

 

Cash and cash equivalents
441,561

 
440,430

Restricted cash
94,785

 
17,092

Tenant and other receivables, net of allowance for doubtful accounts of $6,486 as of December 31, 2018
27,240

 
28,563

Receivable arising from the straight-lining of rents, net of allowance for doubtful accounts of $134 as of December 31, 2018
75,418

 
84,903

Identified intangible assets, net of accumulated amortization of $30,214 and $39,526, respectively
49,527

 
68,422

Deferred leasing costs, net of accumulated amortization of $16,326 and $16,826, respectively
20,263

 
21,277

Deferred financing costs, net of accumulated amortization of $3,543 and $2,764, respectively
4,093

 
2,219

Prepaid expenses and other assets
18,949

 
12,968

Total assets
$
2,873,878

 
$
2,798,994

 
 
 
 
LIABILITIES AND EQUITY
 

 
 

Liabilities:
 
 
 
Mortgages payable, net
$
1,547,486

 
$
1,550,242

Lease liabilities
81,428

 

Accounts payable, accrued expenses and other liabilities
80,161

 
98,517

Identified intangible liabilities, net of accumulated amortization of $68,483 and $65,058, respectively
129,090

 
144,258

Total liabilities
1,838,165

 
1,793,017

Commitments and contingencies
 
 
 
Shareholders’ equity:
 
 
 
Common shares: $0.01 par value; 500,000,000 shares authorized and 121,223,353 and 114,345,565 shares issued and outstanding, respectively
1,212

 
1,143

Additional paid-in capital
1,016,054

 
956,420

Accumulated deficit
(29,217
)
 
(52,857
)
Noncontrolling interests:
 
 
 
Operating partnership
47,239

 
100,822

Consolidated subsidiaries
425

 
449

Total equity
1,035,713

 
1,005,977

Total liabilities and equity
$
2,873,878

 
$
2,798,994


11



URBAN EDGE PROPERTIES
 
 
CONSOLIDATED STATEMENTS OF INCOME
 
 
For the three and nine months ended September 30, 2019 and 2018 (unaudited)
 
(in thousands, except share and per share amounts)
 
 
 
 
 

 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
REVENUE
 
 
 
 
 
 
 
Rental revenue
$
90,769

 
$
111,733

 
$
289,565

 
$
310,895

Management and development fees
280

 
375

 
940

 
1,064

Other income
194

 
106

 
1,217

 
1,278

Total revenue
91,243

 
112,214

 
291,722

 
313,237

EXPENSES
 
 
 
 
 
 
 
Depreciation and amortization
21,496

 
21,833

 
65,893

 
73,544

Real estate taxes
14,490

 
16,374

 
45,188

 
47,736

Property operating
14,075

 
22,328

 
45,552

 
61,996

General and administrative
8,353

 
9,702

 
28,943

 
25,579

Casualty and impairment loss (gain), net

 
58

 
9,070

 
(1,248
)
Lease expense
3,486

 
2,722

 
11,037

 
8,210

Total expenses
61,900

 
73,017

 
205,683

 
215,817

Gain on sale of real estate
39,716

 
2,185

 
68,219

 
52,625

Gain on sale of lease
1,849

 

 
1,849

 

Interest income
2,706

 
2,388

 
7,670

 
5,943

Interest and debt expense
(16,861
)
 
(16,756
)
 
(49,869
)
 
(48,059
)
Gain on extinguishment of debt

 

 

 
2,524

Income before income taxes
56,753

 
27,014

 
113,908

 
110,453

Income tax expense
(53
)
 
(115
)
 
(1,249
)
 
(741
)
Net income
56,700

 
26,899

 
112,659

 
109,712

Less net (income) loss attributable to noncontrolling interests in:
 
 
 
 
 
 
 
Operating partnership
(2,662
)
 
(2,688
)
 
(6,535
)
 
(11,041
)
Consolidated subsidiaries
2

 
(11
)
 
24

 
(34
)
Net income attributable to common shareholders
$
54,040

 
$
24,200

 
$
106,148

 
$
98,637

 
 
 
 
 
 
 
 
Earnings per common share - Basic:
$
0.45

 
$
0.21

 
$
0.89

 
$
0.87

Earnings per common share - Diluted:
$
0.45

 
$
0.21

 
$
0.89

 
$
0.86

Weighted average shares outstanding - Basic
121,087

 
113,890

 
119,259

 
113,769

Weighted average shares outstanding - Diluted
121,183

 
114,156

 
126,489

 
114,236


 



12



URBAN EDGE PROPERTIES
 
 
SUPPLEMENTAL SCHEDULE OF NET OPERATING INCOME
 
 
For the three and nine months ended September 30, 2019 and 2018
 
(in thousands)
 
 
 
 
 
 
Three Months Ended September 30,
 
Percent Change
 
Nine Months Ended September 30,
 
Percent Change
 
2019
 
2018
 
 
2019
 
2018
 
Total cash NOI(1)
 
 
 
 
 
 
 
 
 
 
 
Total revenue
$
88,898

 
$
91,899

 
(3.3)%
 
$
276,923

 
$
281,852

 
(1.7)%
Total property operating expenses
(31,525
)
 
(41,044
)
 
(23.2)%
 
(100,072
)
 
(116,335
)
 
(14.0)%
Cash NOI - total portfolio
$
57,373

 
$
50,855

 
12.8%
 
$
176,851

 
$
165,517

 
6.8%
 
 
 
 
 
 
 
 
 
 
 
 
Cash NOI margin (Cash NOI / Total revenue)(2)
64.5
%
 
55.3
%



63.9
%

58.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-property cash NOI(1)
 
 
 
 
 
 
 
 
 
 
 
Property rentals
$
59,708

 
$
59,721

 
 
 
$
171,310

 
$
172,012

 
 
Tenant expense reimbursements
21,883

 
22,529

 
 
 
67,811

 
68,377

 
 
Bad debt expense(3)
(300
)
 

 
 
 
(880
)
 

 
 
Total revenue
81,291


82,250

 
 
 
238,241

 
240,389

 
 
Real estate taxes
(13,367
)
 
(14,255
)
 
 
 
(40,261
)
 
(40,815
)
 
 
Property operating(3)
(12,791
)
 
(11,454
)
 
 
 
(38,202
)
 
(36,962
)
 
 
Lease expense
(2,989
)
 
(2,956
)
 
 
 
(8,892
)
 
(8,873
)
 
 
Total property operating expenses
(29,147
)
 
(28,665
)
 
 
 
(87,355
)
 
(86,650
)
 
 
Same-property cash NOI(1)
$
52,144

 
$
53,585

 
(2.7)%
 
$
150,886

 
$
153,739

 
(1.9)%
 
 
 
 
 
 
 
 
 
 
 
 
Cash NOI related to properties being redeveloped
$
3,415

 
$
2,992

 
 
 
$
17,041

 
$
15,162

 
 
Same-property cash NOI including properties in redevelopment(1)
$
55,559

 
$
56,577

 
(1.8)%
 
$
167,927

 
$
168,901

 
(0.6)%
 
 
 
 
 
 
 
 
 
 
 
 
Same-property physical occupancy
91.0
%
 
94.5
%
 
 
 
91.0
%
 
94.7
%
 
 
Same-property leased occupancy
93.2
%
 
95.9
%
 
 
 
93.2
%
 
96.0
%
 
 
Number of properties included in same-property analysis
73

 
 
 
 
 
72

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Refer to page 6 for a reconciliation of net income to cash NOI and same-property cash NOI.
(2) The cash NOI margins for the three and nine months ended September 30, 2018 include $9.5 million and $15.5 million in lease termination payments, respectively, for the Toys "R" Us leases at Bruckner Commons in the Bronx, NY and Hudson Mall in Jersey City, NJ. Excluding the lease termination payments, the cash NOI margin is 65.7% and 64.2% for the three and nine months ended September 30, 2018, respectively.
(3) Bad debt expense of $0.2 million and $2.1 million is included in "Property operating expenses" for the three and nine months ended September 30, 2018, respectively. Bad debt expense for the three and nine months ended September 30, 2019 is included as an offset within total revenue.

13



URBAN EDGE PROPERTIES
 
 
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION and AMORTIZATION for REAL ESTATE (EBITDAre)
For the three and nine months ended September 30, 2019 and 2018
 
(in thousands)
 
 
 
 
 

 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2019
 
2018
 
2019
 
2018
Net income
$
56,700

 
$
26,899

 
$
112,659

 
$
109,712

Depreciation and amortization
21,496

 
21,833

 
65,893

 
73,544

Interest expense
16,131

 
16,036

 
47,699

 
45,900

Amortization of deferred financing costs
730

 
720

 
2,170

 
2,159

Income tax expense
53

 
115

 
1,249

 
741

Gain on sale of real estate
(39,716
)
 
(2,185
)
 
(68,219
)
 
(52,625
)
Real estate impairment loss

 

 
22,653

 

EBITDAre
55,394


63,418

 
184,104

 
179,431

Adjustments for Adjusted EBITDAre:
 
 
 
 
 
 
 
Gain on sale of lease(1)
(1,849
)
 

 
(1,849
)
 

Tenant bankruptcy settlement income
(63
)
 
(27
)
 
(925
)
 
(305
)
Transaction, severance and other expenses
167

 
560

 
951

 
560

Casualty gain, net(1)


(3
)
 
(13,583
)
 
(691
)
Impact from tenant bankruptcies(1)

 
(6,956
)
 
(7,366
)
 
(5,081
)
Executive transition costs

 
1,932

 
375

 
1,932

Environmental remediation costs

 

 

 
584

Gain on extinguishment of debt

 

 

 
(2,524
)
Adjusted EBITDAre
$
53,649

 
$
58,924


$
161,707


$
173,906

 
 
 
 
 
 
 
 
Interest expense
$
16,131

 
$
16,036


$
47,699


$
45,900

 
 
 
 
 
 
 
 
Adjusted EBITDAre to interest expense
3.3
x
 
3.7
x

3.4
x

3.8
x
 
 
 
 
 
 
 
 
Fixed charges
 
 
 
 
 
 
 
Interest expense
$
16,131

 
$
16,036


$
47,699


$
45,900

Scheduled principal amortization
1,848

 
1,176

 
3,907

 
3,157

Total fixed charges
$
17,979

 
$
17,212


$
51,606


$
49,057

 
 
 
 
 
 
 
 
Adjusted EBITDAre to fixed charges
3.0
x
 
3.4
x

3.1
x

3.5
x
 
 
 
 
 
 
 
 
(1) Refer to footnotes on page 5, Reconciliation of Net Income to FFO and FFO as Adjusted, for the adjustments included in these line items.

14


URBAN EDGE PROPERTIES
 
 
FUNDS FROM OPERATIONS
 
For the three and nine months ended September 30, 2019 and 2018
 
(in thousands, except per share amounts)
 
 
 
 
 
 
Three Months Ended
September 30, 2019
 
Nine Months Ended
September 30, 2019
 
(in thousands)
 
(per share)(3)
 
(in thousands)
 
(per share)(3)
Net income
$
56,700

 
$
0.45

 
$
112,659

 
$
0.89

Less net (income) loss attributable to noncontrolling interests in:
 
 
 
 
 
 
 
Operating partnership
(2,662
)
 
(0.02
)
 
(6,535
)
 
(0.05
)
Consolidated subsidiaries
2

 

 
24

 

Net income attributable to common shareholders
54,040

 
0.43

 
106,148

 
0.84

Adjustments:
 
 
 
 
 
 
 
Rental property depreciation and amortization
21,262

 
0.17

 
65,233

 
0.52

Real estate impairment loss

 

 
22,653

 
0.18

Gain on sale of real estate
(39,716
)
 
(0.31
)
 
(68,219
)
 
(0.54
)
Limited partnership interests in operating partnership(1)
2,662

 
0.02

 
6,535

 
0.05

FFO applicable to diluted common shareholders
38,248


0.30


132,350


1.05

 
 
 
 
 
 
 
 
Gain on sale of lease(2)
(1,849
)
 
(0.01
)
 
(1,849
)
 
(0.01
)
Tenant bankruptcy settlement income
(63
)
 

 
(925
)
 
(0.01
)
Transaction, severance and other expenses
167

 

 
951

 
0.01

Casualty gain, net(2)

 

 
(13,583
)
 
(0.11
)
Impact from tenant bankruptcies(2)

 

 
(7,366
)
 
(0.06
)
Tax impact from Hurricane Maria

 

 
1,111

 
0.01

Executive transition costs

 

 
375

 

FFO as Adjusted applicable to diluted common shareholders
$
36,503


$
0.29

 
$
111,064

 
$
0.88

 
 
 
 
 
 
 
 
Weighted average diluted shares used to calculate EPS
121,183

 
 
 
126,489

 
 
Assumed conversion of OP and LTIP Units to common shares
5,191

 
 
 
1

 
 
Weighted average diluted common shares - FFO
126,374

 
 
 
126,490

 
 
(1) Represents earnings allocated to LTIP and OP unitholders for unissued common shares, which have been excluded for purposes of calculating earnings per diluted share for the periods presented because they are anti-dilutive.
(2) Refer to footnotes on page 5, Reconciliation of Net Income to FFO and FFO as Adjusted, for the adjustments included in these line items.
(3) Individual items may not add up due to total rounding.




15



URBAN EDGE PROPERTIES
 
 
MARKET CAPITALIZATION, DEBT RATIOS AND LIQUIDITY
 
 
As of September 30, 2019
 
 
(in thousands, except share amounts)
 
 
 
 
 

 
September 30, 2019
Closing market price of common shares
$
19.79

 
 
Basic common shares
121,223,353

OP and LTIP units
5,793,230

Diluted common shares
127,016,583

 
 
Equity market capitalization
$
2,513,658

 
 
 
 
Total consolidated debt(1)
$
1,558,003

Cash and cash equivalents including restricted cash
(536,346
)
Net debt
$
1,021,657

 
 
Net Debt to annualized Adjusted EBITDAre
4.8
x
 
 
Total consolidated debt(1)
$
1,558,003

Equity market capitalization
2,513,658

Total market capitalization
$
4,071,661

 
 
Net debt to total market capitalization at applicable market price
25.1
%
 
 
 
 
Cash and cash equivalents including restricted cash
$
536,346

Available under unsecured credit facility
600,000

Total liquidity
$
1,136,346

 
 
(1) Total consolidated debt excludes unamortized debt issuance costs of $10.5 million.


16



URBAN EDGE PROPERTIES
 
 
ADDITIONAL DISCLOSURES
 
(in thousands)
 
 
 
 
 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2019
 
2018
 
2019
 
2018
Rental revenue:
 
 
 
 
 
 
 
 
Property rentals
 
$
67,346

 
$
85,949

 
$
212,469

 
$
230,217

Tenant expense reimbursements
 
23,757

 
25,784

 
78,203

 
80,678

Bad debt expense(7)
 
(334
)
 

 
(1,107
)
 

Total rental revenue
 
$
90,769

 
$
111,733


$
289,565


$
310,895

 
 
 
 
 
 
 
 
 
Certain non-cash items:
 
 
 

 
 
 
 
Straight-line rental income (expense)(1)
 
$
(82
)
 
$
581

 
$
189

 
$
435

Amortization of below-market lease intangibles, net(1)
 
2,131

 
19,312

 
13,932

 
29,767

Lease expense GAAP adjustments(2)
 
(259
)
 
(248
)
 
(859
)
 
(783
)
Reserves on receivables from straight-line rents(5)
 

 
(132
)
 
(308
)
 
(825
)
Amortization of deferred financing costs(4)
 
(730
)
 
(720
)
 
(2,170
)
 
(2,159
)
Capitalized interest(4)
 
288

 
346

 
1,277

 
2,769

Share-based compensation expense(3)
 
(3,310
)
 
(2,252
)
 
(10,269
)
 
(6,494
)
 
 
 
 
 
 
 
 
 
Capital expenditures: (6)
 
 
 
 
 
 
 
 
Development and redevelopment costs
 
$
14,670

 
$
29,082

 
$
55,640

 
$
71,830

Maintenance capital expenditures
 
4,586

 
3,570

 
10,736

 
14,704

Leasing commissions
 
1,093

 
1,581

 
2,202

 
2,462

Tenant improvements and allowances
 
1,230

 
1,291

 
4,629

 
2,388

Total capital expenditures
 
$
21,579

 
$
35,524

 
$
73,207

 
$
91,384

 
 
 
 
 
 
 
 
 
 
 
September 30,
2019
 
December 31, 2018
 
 
 
 
Accounts payable, accrued expenses and other liabilities:
 
 
 
 
 
 
Accrued capital expenditures and leasing costs
 
$
17,669

 
$
29,754

 
 
 
 
Deferred tenant revenue
 
27,305

 
28,697

 
 
 
 
Accrued interest payable
 
9,398

 
8,950

 
 
 
 
Deferred tax liability, net
 
5,279

 
5,532

 
 
 
 
Security deposits
 
5,827

 
5,396

 
 
 
 
Accrued payroll expenses
 
4,941

 
5,747

 
 
 
 
Other liabilities and accrued expenses
 
9,742

 
7,371

 
 
 
 
Accrued rent
 

 
7,070

 
 
 
 
Total accounts payable and accrued expenses
 
$
80,161

 
$
98,517

 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Amounts included in the financial statement line item "Rental revenue" in the consolidated statements of income.
(2) GAAP adjustments consist of amortization of below-market ground lease intangibles and straight-line lease expense. Amounts are included in the financial statement line item "Lease expense" in the consolidated statements of income.
(3) Amounts included in the financial statement line item "General and administrative" in the consolidated statements of income.
(4) Amounts included in the financial statement line item "Interest and debt expense" in the consolidated statements of income.
(5) Amounts included in the financial statement line item "Rental revenue" for the three and nine months ended September 30, 2019 and "Property operating expenses" for the three and nine months ended September 30, 2018 in the consolidated statements of income.
(6) Amounts presented on a cash basis. Amounts for the three and nine months ended September 30, 2019 and 2018 have been reclassified to conform with current period presentation.
(7) In adherence with ASC 842 Leases, the Company includes bad debt expense related to operating lease receivables in "Rental revenue" in the consolidated statements of income for the three and nine months ended September 30, 2019 and in "Property operating expenses" for all prior periods.

17



URBAN EDGE PROPERTIES
 
 
TENANT CONCENTRATION - TOP TWENTY-FIVE TENANTS
 
As of September 30, 2019
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tenant
Number of stores
Square feet
% of total square feet
Annualized base rent ("ABR")
% of total ABR
Weighted average ABR per square foot
Average remaining term of ABR(1)
The Home Depot, Inc.
7

920,226

6.1%
$
16,497,358

6.5%
$
17.93

14.6
The TJX Companies, Inc.(2)
18

614,628

4.1%
11,190,673

4.4%
18.21

5.0
Best Buy Co., Inc.
9

404,340

2.7%
8,937,577

3.5%
22.10

3.5
Lowe's Companies, Inc.
6

976,415

6.5%
8,575,004

3.4%
8.78

8.0
Walmart Inc.
5

727,376

4.8%
7,650,309

3.0%
10.52

7.4
Ahold Delhaize(3)
8

589,907

3.9%
7,196,619

2.8%
12.20

7.4
Burlington Stores, Inc.
7

404,828

2.7%
7,041,733

2.8%
17.39

9.4
PetSmart, Inc.
12

287,493

1.9%
6,830,484

2.7%
23.76

4.0
Kohl's Corporation
7

633,345

4.2%
6,355,374

2.5%
10.03

4.7
BJ's Wholesale Club
4

454,297

3.0%
5,691,184

2.2%
12.53

8.6
Wakefern (ShopRite)
4

296,018

2.0%
5,241,942

2.1%
17.71

12.7
Staples, Inc.
9

186,030

1.2%
4,025,777

1.6%
21.64

2.9
Whole Foods Market, Inc.
2

100,682

0.7%
3,655,898

1.4%
36.31

10.9
The Gap, Inc.(4)
8

123,784

0.8%
3,574,801

1.4%
28.88

2.2
Target Corporation
2

297,856

2.0%
3,548,666

1.4%
11.91

12.4
Century 21
1

156,649

1.0%
3,394,181

1.3%
21.67

7.3
Sears Holdings Corporation(5)
2

321,917

2.1%
3,313,959

1.3%
10.29

25.6
LA Fitness International LLC
4

181,342

1.2%
3,290,952

1.3%
18.15

7.8
Bob's Discount Furniture
4

170,931

1.1%
3,222,108

1.3%
18.85

6.8
24 Hour Fitness
1

53,750

0.4%
2,564,520

1.0%
47.71

12.3
Dick's Sporting Goods, Inc.(6)
3

117,345

0.8%
2,291,322

0.9%
19.53

3.7
URBN (Anthropologie)
1

31,450

0.2%
2,201,500

0.9%
70.00

9.0
Bed Bath & Beyond Inc.(7)        
5

149,879

1.0%
2,098,009

0.8%
14.00

3.7
Raymour & Flanigan
3

179,370

1.2%
1,994,344

0.8%
11.12

9.1
Petco Animal Supplies, Inc.
7

107,866

0.7%
1,940,450

0.8%
17.99

5.2
 
 
 
 
 
 
 
 
Total/Weighted Average
139

8,487,724

56.3%
$
132,324,744

52.1%
$
15.59

8.3
 
 
 
 
 
 
 
 
(1) In years excluding tenant renewal options. The weighted average is based on ABR.
(2) Includes Marshalls (12), T.J. Maxx (3), HomeGoods (2) and Homesense (1).
(3) Includes Stop & Shop (6) and Giant Food (2).
(4) Includes Old Navy (5), Gap (2) and Banana Republic (1).
(5) Includes Kmart (2). Sears Holdings Corporation ("Sears") declared bankruptcy on October 15, 2018. Kmart previously generated approximately $8.5 million in annual gross rents, including tenant reimbursement income, for the Company under four leases. On April 30, 2019, our Kmart leases at Las Catalinas and Huntington, NY were rejected by ESL Investments (“ESL”) and ESL assumed the Company’s remaining two Kmart leases at Montehiedra and at Bruckner Commons.
(6) Includes Dick's Sporting Goods (2) and Golf Galaxy (1).
(7) Includes Harmon Face Values (3) and Bed Bath & Beyond (2).




Note: Amounts shown in the table above include all retail properties including those in redevelopment on a cash basis other than tenants in free rent periods which are shown at their initial cash rent.

18



URBAN EDGE PROPERTIES
 
 
LEASING ACTIVITY
 
For the three and nine months ended September 30, 2019
 
 
 
 
 
 
 
 
Three Months Ended
September 30, 2019
 
Nine Months Ended
September 30, 2019
 
GAAP(2)
 
Cash(1)
 
GAAP(2)
 
Cash(1)
New leases
 
 
 
 
 
 
 
Number of new leases executed
10

 
10

 
31

 
31

Total square feet
108,961

 
108,961

 
310,671

 
310,671

Number of same space leases
9

 
9

 
26

 
26

Same space square feet
107,394

 
107,394

 
298,706

 
298,706

Prior rent per square foot
$
16.30

 
$
16.80

 
$
19.07

 
$
20.10

New rent per square foot
$
19.31

 
$
18.04

 
$
21.43

 
$
20.10

Same space weighted average lease term (years)
8.6

 
8.6

 
9.8

 
9.8

Same space TIs per square foot
N/A

 
$
16.11

 
N/A

 
$
18.92

Rent spread
18.5
%
 
7.4
%

12.4
%

%
 
 
 
 
 
 
 
 
Renewals & Options
 
 
 
 
 
 
 
Number of leases executed
20

 
20

 
59

 
59

Total square feet
292,126

 
292,126

 
908,810

 
908,810

Number of same space leases
20

 
20

 
59

 
59

Same space square feet
292,126

 
292,126

 
908,810

 
908,810

Prior rent per square foot
$
20.30

 
$
20.65

 
$
17.83

 
$
18.15

New rent per square foot
$
22.91

 
$
22.72

 
$
20.15

 
$
19.77

Same space weighted average lease term (years)
4.6

 
4.6

 
6.3

 
6.3

Same space TIs per square foot
N/A

 
$

 
N/A

 
$
0.02

Rent spread
12.9
%
 
10.0
%

13.0
%

8.9
%
 
 
 
 
 
 
 
 
Total New Leases and Renewals & Options
 
 
 
 
 
 
 
Number of leases executed
30

 
30

 
90

 
90

Total square feet
401,087

 
401,087

 
1,219,481

 
1,219,481

Number of same space leases
29

 
29

 
85

 
85

Same space square feet
399,520

 
399,520

 
1,207,516

 
1,207,516

Prior rent per square foot
$
19.22

 
$
19.62

 
$
18.14

 
$
18.63

New rent per square foot
$
21.94

 
$
21.46

 
$
20.46

 
$
19.86

Same space weighted average lease term (years)
5.7

 
5.7

 
7.2

 
7.2

Same space TIs per square foot
N/A

 
$
4.33

 
N/A

 
$
4.70

Rent spread
14.2
%
 
9.4
%
 
12.8
%
 
6.6
%
(1) Rents are not calculated on a straight-line (GAAP) basis. Previous/expiring rent is the rent at expiry and includes any percentage rent paid. New rent is the rent paid at commencement.
(2) Rents are calculated on a straight-line (GAAP) basis.


19



URBAN EDGE PROPERTIES
 
 
RETAIL PORTFOLIO LEASE EXPIRATION SCHEDULE
 
As of September 30, 2019
 
 
 
 
 
 
 
 
 
ANCHOR TENANTS (SF>=10,000)
SHOP TENANTS (SF<10,000)
TOTAL TENANTS
Year(1)
# of leases
Square Feet
% of Total SF
Weighted Avg ABR PSF(2)
# of leases
Square Feet
% of Total SF
Weighted Avg ABR PSF(2)
# of leases
Square Feet
% of Total SF
Weighted Avg ABR PSF(2)
 
 
 
 
 
 
 
 
 
 
 
 
 
M-T-M
1

11,000

0.1
%
$
20.93

21

39,000

1.8%
$
51.52

22

50,000

0.3
%
$
44.79

2019
3

63,000

0.5
%
15.37

20

61,000

2.8%
23.47

23

124,000

0.9
%
19.35

2020
16

508,000

4.3
%
15.57

86

247,000

11.1%
35.41

102

755,000

5.4
%
22.06

2021
24

613,000

5.2
%
22.16

64

211,000

9.5%
34.09

88

824,000

5.9
%
25.21

2022
22

904,000

7.6
%
14.08

57

158,000

7.1%
35.37

79

1,062,000

7.5
%
17.25

2023
34

1,380,000

11.6
%
17.11

47

150,000

6.8%
36.78

81

1,530,000

10.9
%
19.04

2024
33

1,253,000

10.6
%
17.91

64

236,000

10.6%
33.87

97

1,489,000

10.6
%
20.44

2025
20

913,000

7.7
%
13.67

30

103,000

4.6%
37.26

50

1,016,000

7.2
%
16.06

2026
7

405,000

3.4
%
8.73

56

177,000

8.0%
34.48

63

582,000

4.1
%
16.56

2027
12

532,000

4.5
%
16.32

38

169,000

7.6%
34.66

50

701,000

5.0
%
20.74

2028
10

350,000

3.0
%
24.24

32

121,000

5.5%
40.31

42

471,000

3.3
%
28.37

2029
25

1,328,000

11.2
%
18.28

31

119,000

5.4%
40.56

56

1,447,000

10.3
%
20.11

Thereafter
36

2,810,000

23.7
%
13.76

24

103,000

4.6%
40.87

60

2,913,000

20.7
%
14.72

Subtotal/Average
243

11,070,000

93.4
%
$
16.09

570

1,894,000

85.4%
$
36.94

813

12,964,000

92.1
%
$
19.13

Vacant
17

786,000

6.6
%
 N/A

129

325,000

14.6%
 N/A

146

1,111,000

7.9
%
 N/A

Total/Average
260

11,856,000

100
%
 N/A

699

2,219,000

100%
 N/A

959

14,075,000

100
%
 N/A

 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Year of expiration excludes tenant renewal options.
(2) Weighted average annual base rent per square foot is calculated by annualizing tenants' in-place, contractual, cash-basis rent including ground rent and excludes tenant reimbursements, concessions and storage rent.


Note: Amounts shown in table above include both current leases and signed leases that have not commenced on vacant spaces for all retail properties (including properties in redevelopment). The average base rent for our 942,000 square-foot warehouse property (excluded from the table above) is $5.64 per square foot as of September 30, 2019. The table also excludes 75,000 square feet of self-storage.

20



URBAN EDGE PROPERTIES
 
 
RETAIL PORTFOLIO LEASE EXPIRATION SCHEDULE ASSUMING EXERCISE OF ALL RENEWALS AND OPTIONS
As of September 30, 2019
 
 
 
 
 
 
 
 
 
ANCHOR TENANTS (SF>=10,000)
SHOP TENANTS (SF<10,000)
TOTAL TENANTS
Year(1)
# of leases
Square Feet
% of Total SF
Weighted Avg ABR PSF(2)
# of leases
Square Feet
% of Total SF
Weighted Avg ABR PSF(2)
# of leases
Square Feet
% of Total SF
Weighted Avg ABR PSF(2)
 
 
 
 
 
 
 
 
 
 
 
 
 
M-T-M
1

11,000

0.1
%
$
21.46

21

39,000

1.8%
$
51.78

22

50,000

0.3
%
$
45.11

2019
3

63,000

0.5
%
15.37

17

46,000

2.1%
26.52

20

109,000

0.8
%
20.07

2020
5

108,000

0.9
%
17.57

75

196,000

8.8%
38.94

80

304,000

2.2
%
31.34

2021
6

104,000

0.9
%
24.08

46

134,000

6.1%
34.81

52

238,000

1.7
%
30.12

2022
3

87,000

0.7
%
10.91

36

97,000

4.4%
41.28

39

184,000

1.3
%
26.92

2023
8

221,000

1.9
%
21.21

29

76,000

3.4%
39.84

37

297,000

2.1
%
25.98

2024
4

72,000

0.6
%
16.68

40

120,000

5.4%
37.58

44

192,000

1.4
%
29.74

2025
9

284,000

2.4
%
18.04

26

87,000

3.9%
34.85

35

371,000

2.6
%
21.98

2026
6

166,000

1.4
%
14.42

43

118,000

5.3%
40.97

49

284,000

2.0
%
25.45

2027
7

287,000

2.4
%
17.63

27

70,000

3.2%
30.02

34

357,000

2.5
%
20.06

2028
7

363,000

3.1
%
15.73

25

83,000

3.7%
39.29

32

446,000

3.2
%
20.12

2029
15

463,000

3.9
%
21.42

23

83,000

3.7%
41.20

38

546,000

3.9
%
24.42

Thereafter
169

8,841,000

74.6
%
22.57

162

745,000

33.6%
43.97

331

9,586,000

68.1
%
24.23

Subtotal/Average
243

11,070,000

93.4
%
$
21.70

570

1,894,000

85.4%
$
40.57

813

12,964,000

92.1
%
$
24.45

Vacant
17

786,000

6.6
%
 N/A

129

325,000

14.6%
 N/A

146

1,111,000

7.9
%
 N/A

Total/Average
260

11,856,000

100
%
 N/A

699

2,219,000

100%
 N/A

959

14,075,000

100
%
 N/A

 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Year of expiration includes tenant renewal options.
(2) Weighted average annual base rent per square foot is calculated by annualizing tenants' in-place, contractual, cash-basis rent including ground rent and excludes tenant reimbursements, concessions and storage rent and is adjusted assuming all option rents specified in the underlying leases are exercised. Weighted average annual base rent for leases whose future option rent is based on fair market value or CPI is reported at the last stated option rent in the respective lease.


Note: Amounts shown in table above include both current leases and signed leases that have not commenced on vacant spaces for all retail properties (including properties in redevelopment). The average base rent for our 942,000 square-foot warehouse property (excluded from the table above) assuming exercise of all options at future tenant rent is $6.68 per square foot as of September 30, 2019. The table also excludes 75,000 square feet of self-storage.

21

        
                                        

URBAN EDGE PROPERTIES
 
 
PROPERTY STATUS REPORT
As of September 30, 2019
 
 
(dollars in thousands, except per sf amounts)
 
 
 
 
 


Property
Total Square Feet (1)
Percent Leased(1)
Weighted Average ABR PSF(2)
Mortgage Debt(7)
Major Tenants
 
 
 
 
 
 
SHOPPING CENTERS AND MALLS:
 
 
California:
 
 
 
 
 
Signal Hill
45,000

100.0%
$26.49
Best Buy
Vallejo (leased through 2043)(3)
45,000

100.0%
12.00
Best Buy
Walnut Creek (Olympic)
31,000

100.0%
70.00
Anthropologie
Walnut Creek (Mt. Diablo)(4)
7,000

—%

Connecticut:
 
 
 
 
 
Newington
189,000

100.0%
9.97
Walmart, Staples
Maryland:
 
 
 
 
 
Baltimore (Towson)(6)
155,000

98.6%
24.15
Staples, HomeGoods, Golf Galaxy, Tuesday Morning, Five Below, Ulta, Kirkland's, Sprouts
Rockville
94,000

98.0%
27.17
Regal Entertainment Group
Wheaton (leased through 2060)(3)
66,000

100.0%
16.70
Best Buy
Massachusetts:
 
 
 
 
 
Cambridge (leased through 2033)(3)
48,000

100.0%
24.57
PetSmart, A.C. Moore
Missouri:
 
 
 
 
 
Manchester
131,000

100.0%
11.22
$12,500
Academy Sports, Bob's Discount Furniture, Pan-Asia Market
New Hampshire:
 
 
 
 
 
Salem (leased through 2102)(3)
37,000

100.0%
10.51
Fun City (lease not commenced)
New Jersey:
 
 
 
 
 
Bergen Town Center - East, Paramus
253,000

97.5%
21.78
Lowe's, REI, Kirkland's, Best Buy
Bergen Town Center - West, Paramus
1,014,000

97.8%
33.03
$300,000
Target, Century 21, Whole Foods Market, Burlington, Marshalls, Nordstrom Rack, Saks Off 5th, HomeGoods, H&M, Bloomingdale's Outlet, Nike Factory Store, Old Navy, Nieman Marcus Last Call Studio
Brick
278,000

95.4%
19.44
$50,000
Kohl's, ShopRite, Marshalls, Kirkland's
Carlstadt (leased through 2050)(3)
78,000

100.0%
23.69
Stop & Shop
Cherry Hill (Plaza at Cherry Hill)
422,000

73.0%
13.61
$28,930
LA Fitness, Aldi, Raymour & Flanigan, Restoration Hardware, Total Wine, Guitar Center, Sam Ash Music
East Brunswick
427,000

100.0%
14.52
$63,000
Lowe's, Kohl's, Dick's Sporting Goods, P.C. Richard & Son, T.J. Maxx, LA Fitness
East Hanover (200 - 240 Route 10 West)
343,000

99.2%
21.66
$63,000
The Home Depot, Dick's Sporting Goods, Saks Off Fifth, Marshalls, Forever21 Red, Paper Store
East Hanover (280 Route 10 West)
28,000

100.0%
34.71
REI
East Rutherford
197,000

98.3%
12.71
$23,000
Lowe's
Garfield
289,000

100.0%
15.22
$40,300
Walmart, Burlington, Marshalls, PetSmart, Ulta
Hackensack
275,000

99.4%
23.67
$66,400
The Home Depot, Staples, Petco, 99 Ranch
Hazlet
95,000

100.0%
3.70
Stop & Shop(5)
Jersey City (Hudson Mall)
382,000

80.8%
16.81
$23,803
Marshalls, Big Lots, Retro Fitness, Staples, Old Navy
Jersey City (Hudson Commons)
236,000

100.0%
12.37
$29,000
Lowe's, P.C. Richard & Son
Kearny
104,000

100.0%
20.88
LA Fitness, Marshalls
Lawnside(6)
151,000

100.0%
16.31
The Home Depot, PetSmart
Lodi (Route 17 North)
171,000

—%
 
Lodi (Washington Street)
85,000

87.6%
22.02
Blink Fitness, Aldi

22

        
                                        

URBAN EDGE PROPERTIES
 
 
PROPERTY STATUS REPORT
As of September 30, 2019
 
 
(dollars in thousands, except per sf amounts)
 
 
 
 
 


Property
Total Square Feet (1)
Percent Leased(1)
Weighted Average ABR PSF(2)
Mortgage Debt(7)
Major Tenants
Manalapan
208,000

100.0%
19.10
Best Buy, Bed Bath & Beyond, Raymour & Flanigan, PetSmart, Avalon Flooring (lease not commenced)
Marlton
218,000

100.0%
15.96
$37,400
Kohl's, ShopRite, PetSmart
Middletown
231,000

96.9%
13.90
$31,400
Kohl's, Stop & Shop
Millburn
104,000

98.8%
26.38
$23,901
Trader Joe's, CVS, PetSmart
Montclair
21,000

100.0%
26.20
Whole Foods Market
Morris Plains(6)
182,000

70.3%
25.90
Kohl's
North Bergen (Kennedy Blvd)
62,000

100.0%
14.36
Food Bazaar
North Bergen (Tonnelle Ave)
410,000

99.5%
21.45
$100,000
Walmart, BJ's Wholesale Club, PetSmart, Staples
North Plainfield
241,000

100.0%
11.56
$25,100
Costco, The Tile Shop, La-Z-Boy, Petco, Da Vita Dialysis
Paramus (leased through 2033)(3)
63,000

100.0%
47.18
24 Hour Fitness
Rockaway
189,000

96.2%
14.96
$27,800
ShopRite, T.J. Maxx
South Plainfield (leased through 2039)(3)
56,000

96.3%
21.36
Staples, Party City
Totowa
271,000

100.0%
17.45
$50,800
The Home Depot, Bed Bath & Beyond, buybuy Baby, Marshalls, Staples
Turnersville
98,000

100.0%
9.94
At Home, Verizon Wireless
Union (2445 Springfield Ave)
232,000

100.0%
17.85
$45,600
The Home Depot
Union (Route 22 and Morris Ave)
278,000

98.9%
17.11
Lowe's, Burlington, Office Depot
Watchung
170,000

94.9%
18.15
$27,000
BJ's Wholesale Club
Westfield (One Lincoln Plaza)
22,000

89.9%
32.96
$4,730
Five Guys, PNC Bank
Woodbridge (Woodbridge Commons)
225,000

94.7%
13.04
$22,100
Walmart, Family Discount Furniture
Woodbridge (Plaza at Woodbridge)
337,000

74.1%
18.88
$55,340
Best Buy, Raymour & Flanigan, Lincoln Tech, Harbor Freight, Retro Fitness
New York:
 
 
 
 
 
Bronx (1750-1780 Gun Hill Road)
77,000

100.0%
36.62
$24,500
Planet Fitness, Aldi
Bronx (Bruckner Commons)(6)
375,000

82.1%
27.05
Kmart, Marshalls, ShopRite, Burlington
Bronx (Shops at Bruckner)
114,000

72.1%
40.79
$11,132
Marshalls, Old Navy
Buffalo (Amherst)
311,000

98.1%
10.94
BJ's Wholesale Club, T.J. Maxx, Burlington, HomeGoods, LA Fitness
Commack (leased through 2021)(3)
47,000

100.0%
20.69
PetSmart, Ace Hardware
Dewitt (leased through 2041)(3)
46,000

100.0%
22.51
Best Buy
Freeport (Meadowbrook Commons) (leased through 2040)(3)
44,000

100.0%
22.31
Bob's Discount Furniture
Freeport (Freeport Commons)
173,000

100.0%
21.95
$43,100
The Home Depot, Staples
Huntington
204,000

43.8%
22.83
Marshalls, Old Navy, Petco
Inwood
100,000

96.5%
19.56
Stop & Shop
Mt. Kisco
189,000

95.4%
16.25
$13,616
Target, Stop & Shop
New Hyde Park (leased through 2029)(3)
101,000

100.0%
20.21
Stop & Shop
Queens
46,000

76.9%
40.68
 
Rochester (Henrietta) (leased through 2056)(3)
165,000

100.0%
4.62
Kohl's
Staten Island
165,000

98.5%
23.64
Western Beef, Planet Fitness, Mavis Discount Tire, NYC Public School
Yonkers Gateway Center
437,000

97.2%
17.15
$30,524
Burlington, Marshalls, Homesense, Best Buy, DSW, PetSmart, Alamo Drafthouse Cinema

23

        
                                        

URBAN EDGE PROPERTIES
 
 
PROPERTY STATUS REPORT
As of September 30, 2019
 
 
(dollars in thousands, except per sf amounts)
 
 
 
 
 


Property
Total Square Feet (1)
Percent Leased(1)
Weighted Average ABR PSF(2)
Mortgage Debt(7)
Major Tenants
Pennsylvania:
 
 
 
 
 
Bensalem
185,000

96.6%
12.69
Kohl's, Ross Dress for Less, Staples, Petco
Bethlehem
153,000

94.5%
8.47
Giant Food, Petco
Broomall
169,000

100.0%
10.25
Giant Food, Planet Fitness, A.C. Moore, PetSmart
Glenolden
102,000

100.0%
12.79
Walmart
Lancaster
228,000

100.0%
4.94
Lowe's, Community Aid, Mattress Firm
Springfield (leased through 2025)(3)
41,000

100.0%
22.99
PetSmart
Wilkes-Barre (461-499 Mundy Street)(6)
179,000

79.6%
13.68
Bob's Discount Furniture, Ross Dress for Less, Marshalls, Petco, Tuesday Morning
Wyomissing (leased through 2065)(3)
76,000

100.0%
16.76
LA Fitness, PetSmart
South Carolina:
 
 
 
 
 
Charleston (leased through 2063)(3)
45,000

100.0%
15.10
Best Buy
Virginia:
 
 
 
 
 
Norfolk (leased through 2069)(3)
114,000

100.0%
7.08
BJ's Wholesale Club
Puerto Rico:
 
 
 
 
 
Las Catalinas
356,000

54.8%
44.84
$129,843
Forever 21, Old Navy
Montehiedra
539,000

94.9%
18.61
$113,484
Kmart, The Home Depot, Marshalls, Caribbean Cinemas, Tiendas Capri, Old Navy
Total Shopping Centers and Malls
14,075,000

92.1%
$19.17
$1,517,303
 
WAREHOUSES:
 
 
 
 
 
East Hanover Warehouses
942,000

100.0%
5.66
$40,700
J & J Tri-State Delivery, Foremost Groups, PCS Wireless, Fidelity Paper & Supply, Meyer Distributing, Consolidated Simon Distributors, Givaudan Flavors, Reliable Tire, Linemart (lease not commenced)
Total Urban Edge Properties
15,017,000

92.6%
$18.25
$1,558,003
 
(1) Percent leased is expressed as the percentage of gross leasable area subject to a lease. The Company excludes 75,000 sf of self-storage from the report above.
(2) Weighted average annual base rent per square foot is the current base rent on an annualized basis. It includes executed leases for which rent has not commenced and excludes tenant expense reimbursements, free rent periods, concessions and storage rent. Excluding ground leases where the Company is the lessor, the weighted average annual rent per square foot for our retail portfolio is $21.17 per square foot.
(3) The Company is a lessee under a ground or building lease. Ground and building lease terms include exercised options and options that may be exercised in future periods. For building leases, the total square feet disclosed for the building will revert to the lessor upon lease expiration. At Salem, the ground lease is for a portion of the parking area only.
(4) Our ownership of Walnut Creek (Mt. Diablo) is 95%.
(5) The tenant never commenced operations at this location but continues to pay rent.
(6) Not included in the same-property pool for the purposes of calculating same-property cash NOI.
(7) Mortgage debt balances exclude unamortized debt issuance costs.


24



URBAN EDGE PROPERTIES
 
 
PROPERTY ACQUISITIONS AND DISPOSITIONS
 
For the nine months ended September 30, 2019
 
 
(dollars in thousands)
 
 
 
 
 
2019 Property Acquisitions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
None.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2019 Property Dispositions:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Date Disposed
Property Name
City
State
GLA
 
Price
 
3/15/2019
Chicopee
Chicopee
MA
224,000

 
$
18,600

 
5/14/2019
Governor's Commons
Glen Burnie
MD
129,000

 
16,200

 
7/9/2019
Springfield Commons
Springfield
MA
182,000

 
10,210

 
8/6/2019
Hubbards Commons
West Babylon
NY
66,000

 
17,000

 
8/19/2019
Two Guys Commons
York
PA
111,000

 
13,150

 
8/29/2019
Tysons Corner
Tysons Corner
VA
38,000

(1) 
6,950

(1) 
8/30/2019
Cherry Hill Commons
Cherry Hill
NJ
263,000

 
29,000

 
9/24/2019
Oceanside
Oceanside
NY
16,000

 
7,120

 
9/26/2019
Rochester
Rochester
NY
205,000

 
8,300

 
(1) The property was subject to a ground lease and previously classified on the balance sheet as a right-of-use asset and lease liability prior to being sold.


25


URBAN EDGE PROPERTIES
 
 
DEVELOPMENT, REDEVELOPMENT AND ANCHOR REPOSITIONING PROJECTS
 
As of September 30, 2019
 
 
(in thousands, except square footage data)
 
 
 
 
 
ACTIVE PROJECTS
Estimated Gross Cost(1)
 
Incurred as of 9/30/19
Target Stabilization(2)
Description and status
Tonnelle Commons(3)
$
10,800

 
$
10,400

4Q21
102,000± sf, adding CubeSmart self-storage facility on excess land (open)
Kearny Commons(3)
10,800

 
8,800

2Q20
Expanding by 22,000 sf to accommodate a 10,000 sf Ulta (open) and other tenants as well as adding a freestanding Starbucks (open)
Huntington Commons(3)
5,900

 
4,300

4Q20
Converting 11,000± sf basement space into street-front retail
Garfield Commons - Phase II(3)
4,900

 
3,500

2Q20
18,000± sf of shops (Five Below open; balance of space under construction)
The Plaza at Woodbridge(3)
4,000

 
3,800

2Q22
Repurposing 82,000 sf of unused basement space into self-storage
Mt. Kisco Commons(3)
3,000

 
2,500

2Q20
Converting former sit-down restaurant into a Chipotle and another quick service restaurant (under construction)
Gun Hill Commons(3)
1,700

 
900

4Q19
Expanding Aldi (under construction)
Salem(3)
1,400

 

2Q20
Retenanting former Babies "R" Us with Fun City
 
 
 
 
 
 
Total
$
42,500

(4) 
$
34,200

 
 
 
 
 
 
 
(1) Estimated gross cost includes the allocation of internal costs such as labor, interest and taxes.
(2) Target Stabilization reflects the first quarter in which at least 80% of the expected cash NOI from the project has commenced. A project achieving Target Stabilization is classified as Completed whether or not all costs have been expended and remains listed as a Completed project for one year in the table on page 27. The Target Stabilization date is an estimate and is subject to change resulting from uncertainties inherent in the development process and not wholly under the Company's control.
(3) Results from these properties are included in our same-property metrics.
(4) The estimated, unleveraged yield for total Active projects is 9% based on total estimated project costs and the incremental, unleveraged NOI directly attributable to the projects unless otherwise noted. The incremental, unleveraged NOI for Active projects excludes NOI generated outside the project scope such as the impact on future lease rollovers or on the long-term value of the property. The unleveraged yield for projects related to vacant spaces as a result of bankruptcy is based on the total cash NOI directly attributable to the project and the estimated project costs.





























26


URBAN EDGE PROPERTIES
 
 
DEVELOPMENT, REDEVELOPMENT AND ANCHOR REPOSITIONING PROJECTS
 
As of September 30, 2019
 
 
(in thousands, except square footage data)
 
 
 
 
 
COMPLETED PROJECTS
Estimated Gross Cost(1)
 
Incurred as of 9/30/19
Stabilization(2)
Description and status
Bruckner Commons
$
74,600

 
$
72,600

1Q19
Renovated 3 buildings; retenanting 134,000± sf; Urban Health; Burlington, ShopRite, Boston Market, KicksUSA and T-Mobile (open), and Smashburger (executed)
Bergen Town Center-Phase I(3)
60,300

 
59,900

3Q19
Adding Burlington (open) to the main mall and 15,000± sf adjacent to REI (Kirkland’s open in 10,000 sf); expanding Kay (open): replacing bank with Cava Grill (open) and Sticky's Finger Joint (open); replacing east deck and upgrading west desk (complete)
Briarcliff Commons
7,900

 
6,500

3Q19
Renovated façade; tenant repositioning; added Chick-fil-A (open)
Yonkers Gateway Center(3)
7,500

 
7,400

1Q19
Repositioned vacant grocer box with Marshalls & Homesense (both are open)
West Branch Commons(3)
5,400

 
5,200

3Q19
Retenanting former Toys "R" Us with Burlington (open)
Amherst Commons(3)
5,200

 
4,800

3Q19
Retenanting former Toys "R" Us with Burlington (open)
Goucher Commons - Phase II
4,300

 
4,200

4Q18
Replaced hhgregg with Sprouts
Bergen Town Center-Phase IIIA(3)
2,300

 
2,200

4Q18
Moved Children's Place to former Payless space; retenanted 8,500 sf of 10,000 sf with Express
Bergen Town Center-Phase IIC(3)
1,600

 
1,100

3Q19
Lands' End (open) and Chopt (open) replacing dressbarn
Bergen Town Center-Phase IIB(3)
1,400

 
1,300

1Q19
Replaced Pot Belly & Pei Wei with Ruth’s Chris Steakhouse
Woodbridge Commons(3)
1,400

 
1,300

2Q19
Charisma Furniture (open) replaced Syms
Rockaway River Commons - Phase III(3)
800

 
800

2Q19
Expanded ShopRite by 6,000± sf at its expense
Total
$
172,700

(4) 
$
167,300

 
 
FUTURE REDEVELOPMENT(5)
Location
Opportunity
Lodi
Lodi, NJ
Redevelop entire center for retail and/or warehouse; develop outparcel building
Bergen Town Center
Paramus, NJ
Develop a mix of uses including residential, hotel, and/or office; common area improvements and enhancements to improve merchandising
The Plaza at Cherry Hill
Cherry Hill, NJ
Renovating center
The Outlets at Montehiedra
San Juan, PR
Developing 20,000± sf retail on excess land; marketing
Marlton Commons
Marlton, NJ
Develop new small shop space and renovate façade
Briarcliff Commons
Morris Plains, NJ
Retenant former ShopRite box, add pad site, common area improvements
The Shops at Bruckner
Bronx, NY
Retenant end-cap anchor space, facade renovations and common area improvements
The Plaza at Woodbridge
Woodbridge, NJ
Retenant former Toys "R" Us box
Hudson Mall
Jersey City, NJ
Develop a mix of uses surrounding Hudson Mall as well as redeveloping parts of the mall to create a retail destination and retenant former Toys "R" Us box
Wilkes-Barre
Wilkes-Barre, PA
Develop new pad and retenant former Babies "R" Us box
Brick Commons
Bricktown, NJ
Develop new pad
Huntington Commons
Huntington, NY
Retenant former Kmart box
Brunswick Commons
East Brunswick, NJ
Develop new pad
Las Catalinas Mall
Caguas, PR
Retenant former Kmart box
(1) Estimated gross cost includes the allocation of internal costs such as labor, interest and taxes.
(2) Stabilization reflects the first quarter in which at least 80% of the expected cash NOI from the project has commenced. A project achieving Stabilization is classified as Completed whether or not all costs have been expended and remains listed as a Completed project for one year in the table above.
(3) Results from these properties are included in our same-property metrics.
(4) The estimated unleveraged yield for Completed projects is 7% based on the total estimated project costs of and the incremental unleveraged NOI expected from the projects. The incremental unleveraged NOI for Completed projects excludes NOI generated outside the project scope such as the impact on future lease rollovers or on the long-term value of the property. The unleveraged yield for projects related to vacant spaces as a result of bankruptcy is based on the total cash NOI directly attributable to the project and the estimated project costs.
(5) The Company has identified future redevelopment opportunities which are, or will soon be, in preliminary planning phases and as such, may not ultimately become active projects. Proceeding with these investments is subject to many factors outside of the Company's control, and it is possible that municipal or other approvals may delay or suspend our ability to proceed with such plans.

27



URBAN EDGE PROPERTIES
 
 
DEBT SUMMARY
 
As of September 30, 2019 and December 31, 2018
 
 
(in thousands)
 
 
 
 
 

 
September 30, 2019
 
December 31, 2018
Fixed rate debt
$
1,388,503

 
$
1,392,659

Variable rate debt
169,500

 
169,500

Total debt
$
1,558,003

 
$
1,562,159

 
 
 
 
% Fixed rate debt
89.1
%
 
89.1
%
% Variable rate debt
10.9
%
 
10.9
%
Total
100
%
 
100
%
 
 
 
 
 
 
 
 
Secured mortgage debt
$
1,558,003

 
$
1,562,159

Unsecured debt

 

Total debt
$
1,558,003

 
$
1,562,159

 
 
 
 
% Secured mortgage debt
100
%

100
%
% Unsecured mortgage debt
N/A

 
N/A

Total
100
%
 
100
%
 
 
 
 
Weighted average remaining maturity on secured mortgage debt
5.9 years

 
6.7 years

 
 
 
 
 
 
 
 
Total market capitalization (see page 16)
$
4,071,661

 
 
 
 
 
 
% Secured mortgage debt
38.3
%
 
 
% Unsecured debt
%
 
 
Total debt: Total market capitalization
38.3
%
 
 
 
 
 
 
 
 
 
 
Weighted average interest rate on secured mortgage debt(1)
4.09
%
 
4.12
%
 
 
 
 
Note: All amounts and calculations exclude unamortized debt issuance costs on mortgages payable.
(1) Weighted average interest rate is calculated based on balances outstanding at the respective dates.

No amounts are currently outstanding on our unsecured $600 million line of credit. During the quarter, the Company amended its revolving credit facility, extending the maturity date from March 2021 to January 2024 with two six-month extension options. To the extent borrowing occurs, our borrowing rate is LIBOR plus an applicable margin of 1.05% to 1.50% and an annual facility fee of 15 to 30 basis points. Both the spread over LIBOR and the facility fee are based on our current leverage ratio.





28


URBAN EDGE PROPERTIES
 
 
MORTGAGE DEBT SUMMARY
 
As of September 30, 2019 (unaudited) and December 31, 2018
 
 
(dollars in thousands)
 
 
 
 
 
Debt Instrument
Maturity Date
Rate
September 30, 2019
December 31, 2018
Percent of Debt at September 30, 2019
Montehiedra (senior loan)
7/6/21
5.33
%
$
83,484

$
84,860

5.4
%
Montehiedra (junior loan)
7/6/21
3.00
%
30,000

30,000

1.9
%
Cherry Hill (Plaza at Cherry Hill)(4)
5/24/22
3.70
%
28,930

28,930

1.9
%
Westfield (One Lincoln Plaza)(4)
5/24/22
3.70
%
4,730

4,730

0.3
%
Woodbridge (Plaza at Woodbridge)(4)
5/25/22
3.70
%
55,340

55,340

3.5
%
Bergen Town Center - West, Paramus
4/8/23
3.56
%
300,000

300,000

19.3
%
Bronx (Shops at Bruckner)
5/1/23
3.90
%
11,132

11,582

0.7
%
Jersey City (Hudson Mall)(3)
12/1/23
5.07
%
23,803

24,326

1.5
%
Yonkers Gateway Center(5)
4/6/24
4.16
%
30,524

31,704

2.0
%
Las Catalinas
8/6/24
4.43
%
129,843

130,000

8.3
%
Jersey City (Hudson Commons)(1)
11/15/24
4.00
%
29,000

29,000

1.9
%
Watchung(1)
11/15/24
4.00
%
27,000

27,000

1.7
%
Bronx (1750-1780 Gun Hill Road)(1)
12/1/24
4.00
%
24,500

24,500

1.6
%
Brick
12/10/24
3.87
%
50,000

50,000

3.2
%
North Plainfield
12/10/25
3.99
%
25,100

25,100

1.6
%
Middletown
12/1/26
3.78
%
31,400

31,400

2.0
%
Rockaway
12/1/26
3.78
%
27,800

27,800

1.8
%
East Hanover (200 - 240 Route 10 West)
12/10/26
4.03
%
63,000

63,000

4.0
%
North Bergen (Tonnelle Ave)
4/1/27
4.18
%
100,000

100,000

6.4
%
Manchester
6/1/27
4.32
%
12,500

12,500

0.8
%
Millburn
6/1/27
3.97
%
23,901

24,000

1.5
%
Totowa
12/1/27
4.33
%
50,800

50,800

3.3
%
Woodbridge (Woodbridge Commons)
12/1/27
4.36
%
22,100

22,100

1.4
%
East Brunswick
12/6/27
4.38
%
63,000

63,000

4.0
%
East Rutherford
1/6/28
4.49
%
23,000

23,000

1.5
%
Hackensack
3/1/28
4.36
%
66,400

66,400

4.3
%
Marlton
12/1/28
3.86
%
37,400

37,400

2.4
%
East Hanover Warehouses
12/1/28
4.09
%
40,700

40,700

2.6
%
Union (2445 Springfield Ave)
12/10/28
4.01
%
45,600

45,600

2.9
%
Freeport (Freeport Commons)
12/10/29
4.07
%
43,100

43,100

2.8
%
Garfield
12/1/30
4.14
%
40,300

40,300

2.6
%
Mt Kisco(2)
11/15/34
6.40
%
13,616

13,987

0.9
%
Total mortgage debt
 
4.09
%
$
1,558,003

$
1,562,159

100
%
Unamortized debt issuance costs
 
 
(10,517
)
(11,917
)
 
Total mortgage debt, net
 
 
$
1,547,486

$
1,550,242

 
(1) 
Bears interest at one month LIBOR plus 190 bps.
(2) 
The mortgage payable balance on the loan secured by Mt Kisco includes $0.9 million and $1.0 million of unamortized debt discount as of September 30, 2019 and December 31, 2018, respectively. The effective interest rate including amortization of the debt discount is 7.33% as of September 30, 2019.
(3) 
The mortgage payable balance on the loan secured by Hudson Mall includes $1.1 million and $1.2 million of unamortized debt premium as of September 30, 2019 and December 31, 2018, respectively. The effective interest rate including amortization of the debt premium is 3.87% as of September 30, 2019.
(4) 
Bears interest at one month LIBOR plus 160 bps.
(5) 
The mortgage payable balance on the loan secured by Yonkers Gateway Center includes $0.6 million and $0.7 million of unamortized debt premium as of both September 30, 2019 and December 31, 2018, respectively. The effective interest rate including amortization of the debt premium is 3.77% as of September 30, 2019.


29


URBAN EDGE PROPERTIES
 
 
DEBT MATURITY SCHEDULE
 
As of September 30, 2019 (unaudited) and December 31, 2018
 
 
(dollars in thousands)
 
 
 
 
 

Year
Amortization
Balloon Payments
Premium/(Discount) Amortization
Total
Weighted Average Interest rate at maturity
Percent of Debt Maturing
2019(1)
$
1,389

$

$
83

$
1,472

4.5%
0.1
%
2020
7,184


331

7,515

4.4%
0.5
%
2021
8,830

113,484

331

122,645

4.7%
7.9
%
2022
12,162

87,483

331

99,976

3.8%
6.4
%
2023
14,628

329,432

308

344,368

3.7%
22.1
%
2024
12,976

261,366

(26
)
274,316

4.2%
17.6
%
2025
9,107

23,260

(61
)
32,306

4.1%
2.1
%
2026
8,888

115,104

(61
)
123,931

3.9%
8.0
%
2027
5,876

259,525

(61
)
265,340

4.3%
17.0
%
Thereafter
15,095

271,455

(416
)
286,134

4.2%
18.3
%
Total
$
96,135

$
1,461,109

$
759

$
1,558,003

4.1%
100
%
 
Unamortized debt issuance costs
 
(10,517
)
 
 
 
Mortgage debt, net
 
$
1,547,486

 
 
(1) Remainder of 2019.


30