SITE Centers Corp.
For the period ended Jun 30, 2026. Filed Aug 3, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 3, 2026
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Notes to Consolidated Financial Statements
Nature of Business and Financial Statement Presentation
Nature of Business
SITE Centers Corp. and its related consolidated real estate subsidiaries (collectively, the “Company” or “SITE Centers”) and unconsolidated joint ventures are primarily engaged in the business of owning, leasing, redeveloping and managing shopping centers. Unless otherwise provided, references herein to the Company or SITE Centers include SITE Centers Corp. and its wholly-owned subsidiaries. The Company’s tenant base includes a mixture of national and regional retail chains and local tenants. Consequently, the Company’s credit risk is primarily concentrated in the retail industry.
Use of Estimates in Preparation of Financial Statements
The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates.
Unaudited Interim Financial Statements
These financial statements have been prepared by the Company in accordance with GAAP for interim financial information and the applicable rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all information and footnotes required by GAAP for complete financial statements. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the results of the periods presented. The results of operations for the three and six months ended June 30, 2026 and 2025 are not necessarily indicative of the results that may be expected for the full year. These consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Principles of Consolidation
The consolidated financial statements include the results of the Company and all entities in which the Company has a controlling interest or has been determined to be the primary beneficiary of a variable interest entity. All significant inter-company balances and transactions have been eliminated in consolidation. Investments in the real estate joint ventures in which the Company has the ability to exercise significant influence, but does not have financial or operating control, are accounted for using the equity method of accounting. Accordingly, the Company’s share of the earnings (or loss) of the joint ventures is included in consolidated net income.
Disposition of Real Estate
For the three and six months ended June 30, 2026, the Company received gross proceeds of $61.1 million and $135.6 million from the sale oftwo andfour wholly-owned shopping centers resulting in a gain on disposition of $7.1 million and $10.5 million, respectively. In addition, the Company sold its partnership interests in the RVIP IIIB joint venture that owned Deer Park Town Center to the Company’s joint venture partner for approximately $20.8 million prior to closing costs, resulting in a gain of $20.0 million.
For both the three and six months ended June 30, 2025, the Company received gross proceeds of$95.3 million from the sale of two wholly-owned shopping centers resulting in a gain on disposition of $51.5 million. In addition, the Company recorded $8.4 million of other property revenues in conjunction with the resolution of a condemnation proceeding with the State of Florida relating to business damages and compensation for land taken in 2022 at the Shoppes at Paradise Pointe.
Reclassifications
Certain prior period amounts reported have been reclassified to conform with current year presentation.
Fair Value Measurement
The carrying amounts reported in the Company’s consolidated balance sheets for Cash and Cash Equivalents, Restricted Cash, Accounts Receivable, Accounts Payable and Other Liabilities approximated fair value because of their short-term maturities.
Statements of Cash Flows and Supplemental Disclosure of Non-Cash Investing and Financing Information
Non-cash investing and financing activities are summarized as follows (in millions):
| Six Months | ||
|---|---|---|
| Ended June 30, | ||
| 2026 | 2025 | |
| Accounts payable related to construction in progress | $— | $1.3 |
| Dividends declared, but not paid | 52.7 | 79.1 |
Segments
The Company has asingle operating segment. The Company’s shopping centers have common characteristics and are managed on a consolidated basis. The Company does not differentiate among properties on a geographical basis or any other basis for purposes of allocating resources or capital. The Company’s Chief Operating Decision Maker (“CODM”) may review operational and financial data on an ad-hoc basis at a property level. The CODM assesses performance for the segment and decides how to allocate resources based on net income as reported on the Company’s consolidated statements of operations. In addition, the CODM uses net operating income (“NOI”) as a supplemental measure to evaluate and assess the performance of the Company’s operating portfolio. NOI is defined as property revenues less property-related expenses and excludes depreciation and amortization expense, joint venture equity and fee income, interest income and expenses and corporate level transactions. The CODM uses net income and NOI to monitor budget versus actual results in assessing the performance of the Company’s properties to guide decisions regarding timing of property sales and payment of dividends. The CODM reviews significant expenses associated with the Company’s single reportable operating segment which are presented in the Company’s consolidated statements of operations. The measure of segment assets is reported in the Company’s consolidated balance sheets as total consolidated assets.
Recently Issued Accounting Standards
Expense Disaggregation Disclosures. In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, which requires additional disaggregated disclosure about certain income statement expense line items. ASU 2024-03 is effective for annual reporting years beginning after December 15, 2026 and interim periods within the fiscal years beginning after December 15, 2027. Other than additional disclosure, the adoption of this ASU is not expected to have a material impact on the Company’s financial position and/or results of operations.
Investments in and Advances to Joint Ventures
At June 30, 2026 and December 31, 2025, the Company had ownership interests in unconsolidated joint ventures that had investments inten and 11 shopping center properties, respectively. Condensed combined financial information of the Company’s unconsolidated joint ventures is as follows (in thousands):
| June 30, 2026 | December 31, 2025 | |
|---|---|---|
| Condensed Combined Balance Sheets | ||
| Land | $148,968 | $159,567 |
| Buildings | 418,535 | 497,973 |
| Fixtures and tenant improvements | 44,723 | 70,903 |
| 612,226 | 728,443 | |
| Less: Accumulated depreciation | (124,234) | (190,020) |
| 487,992 | 538,423 | |
| Construction in progress and land | 24 | 15 |
| Real estate, net | 488,016 | 538,438 |
| Cash and restricted cash | 21,337 | 28,254 |
| Receivables, net | 7,806 | 10,497 |
| Other assets, net | 7,880 | 8,837 |
| $525,039 | $586,026 | |
| Mortgage debt | $371,136 | $429,196 |
| Amounts payable to SITE Centers | 1,602 | 1,846 |
| Other liabilities | 25,497 | 31,577 |
| 398,235 | 462,619 | |
| Accumulated equity | 126,804 | 123,407 |
| $525,039 | $586,026 | |
| Company's share of accumulated equity | $25,361 | $23,306 |
| Basis differentials | (567) | 2,524 |
| Amounts payable to the Company | 1,602 | 1,846 |
| Investments in and advances to joint ventures | $26,396 | $27,676 |
| Three Months · Six Months | ||||
|---|---|---|---|---|
| Ended June 30, | Ended June 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Condensed Combined Statements of Operations | ||||
| Revenues from operations | $16,014 | $20,629 | $33,267 | $41,554 |
| Expenses from operations: | ||||
| Operating expenses | 4,122 | 4,904 | 8,471 | 10,086 |
| Depreciation and amortization | 5,769 | 6,340 | 10,914 | 12,384 |
| Interest expense | 7,083 | 8,080 | 14,255 | 16,088 |
| Other expense, net | 1,205 | 1,394 | 2,433 | 2,782 |
| 18,179 | 20,718 | 36,073 | 41,340 | |
| (Loss) income before loss on disposition of real estate | (2,165) | (89) | (2,806) | 214 |
| Gain on disposition of real estate, net | — | 5 | — | 1 |
| (Loss) income attributable to unconsolidated joint ventures | $(2,165) | $(84) | $(2,806) | $215 |
| Company's share of equity in net (loss) income of joint ventures | $(433) | $(52) | $(569) | $2 |
| Basis differential adjustments(A) | (16) | (16) | (32) | (31) |
| Equity in net loss of joint ventures | $(449) | $(68) | $(601) | $(29) |
(A)
The difference between the Company’s share of net (loss) income, as reported above, and the amounts included in the Company’s consolidated statements of operations is attributable to the amortization of basis differentials.
Revenues earned by the Company for providing asset management, property management and leasing and development services to the Company’s unconsolidated joint ventures were$1.1 million and$1.2 million and$2.3 million and$2.4 million for the three and six months ended June 30, 2026 and 2025, respectively.
Other Assets and Intangibles, net
Other assets and intangibles consist of the following (in thousands):
| Asset · Accumulated Amortization · Net | ||||
|---|---|---|---|---|
| Intangible assets, net: | ||||
| In-place leases | $8,244 | $(7,464) | $780 | |
| Above-market leases | 133 | (110) | 23 | |
| Lease origination costs | 1,088 | (1,060) | 28 | |
| Tenant relationships | 4,029 | (4,029) | - | |
| Total intangible assets, net | 13,494 | (12,663) | 831 | |
| Operating lease ROU assets | 4,139 | |||
| Other assets: | ||||
| Prepaid expenses | 2,720 | |||
| Other assets | 753 | |||
| Deposits | 1,591 | |||
| Total other assets, net | $10,034 | |||
| Liability · Accumulated Amortization · Net | ||||
| Below-market leases(A) | $4,157 | $(711) | $3,446 | |
(A)
Includes $1.2 million related to a below-market lease option for the Company’s Beachwood headquarters included in the Shared Services Agreement with Curbline Properties (Note 5).
| Asset · Accumulated Amortization · Net | ||||
|---|---|---|---|---|
| Intangible assets, net: | ||||
| In-place leases | $16,472 | $(12,209) | $4,263 | |
| Above-market leases | 510 | (290) | 220 | |
| Lease origination costs | 2,091 | (1,748) | 343 | |
| Tenant relationships | 11,339 | (8,658) | 2,681 | |
| Total intangible assets, net | 30,412 | (22,905) | 7,507 | |
| Operating lease ROU assets | 14,700 | |||
| Other assets: | ||||
| Prepaid expenses | 3,837 | |||
| Other assets | 737 | |||
| Deposits | 1,812 | |||
| Total other assets, net | $28,593 | |||
| Liability · Accumulated Amortization · Net | ||||
| Below-market leases | $6,613 | $(1,943) | $4,670 | |
Amortization for thethree and six months ended June 30, 2026 and 2025 related to the Company’s intangibles was as follows (in thousands):
| Period | Income | Expense |
|---|---|---|
| Three months ended June 30, 2026 | $36 | $125 |
| Three months ended June 30, 2025 | 166 | 639 |
| Six months ended June 30, 2026 | 120 | 457 |
| Six months ended June 30, 2025 | 306 | 1,472 |
Leases
The disaggregation of the Company’s lease income, which is included in Rental income on the Company’s consolidated statements of operations, as either fixed or variable lease income based on the criteria specified in FASB Accounting Standards Codification 842, for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):
| Three Months · Six Months | ||||
|---|---|---|---|---|
| Ended June 30, | Ended June 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Rental income: | ||||
| Fixed lease income(A) | $4,846 | $22,332 | $11,539 | $45,296 |
| Variable lease income(B) | 2,086 | 7,936 | 4,514 | 16,390 |
| Above-market and below-market leases amortization, net | 36 | 166 | 120 | 306 |
| Adjustments for potentially uncollectible revenues and disputed amounts(C) | (121) | 228 | (85) | 120 |
| Total rental income | $6,847 | $30,662 | $16,088 | $62,112 |
(A)
Includes minimum base rents, expense reimbursements, ancillary income and straight-line rent adjustments.
(B)
Includes expense reimbursements, percentage and overage rent, lease termination fee income and ancillary income.
(C)
The amounts represent adjustments associated with potentially uncollectible revenues and disputed amounts.
Transactions with Curbline Properties
On October 1, 2024, the Company completed the spin-off of Curbline Properties Corp. (“Curbline Properties” or “Curbline”). To govern certain ongoing relationships between the Company, Curbline Properties LP (the “Operating Partnership”) and Curbline Properties after the spin-off, and to provide for the allocation among the Company, the Operating Partnership and Curbline Properties of the Company’s assets, liabilities and obligations attributable to periods both prior to and following the separation of Curbline Properties and the Operating Partnership from SITE Centers, the Company, Curbline Properties and the Operating Partnership entered into agreements pursuant to which each provides certain services and has certain rights following the spin-off, and Curbline Properties, the Operating Partnership and SITE Centers indemnify each other against certain liabilities arising from their respective businesses. The Separation and Distribution Agreement, the Tax Matters Agreement, the Employee Matters Agreement, the Shared Services Agreement and other agreements which were entered into in connection with the spin-off and which govern certain ongoing relationships between the Company, Curbline, and the Operating Partnership, were negotiated between related parties and their terms, including fees and other amounts payable, may not be the same as if they had been negotiated at arm’s length with an unaffiliated third party.
Separation and Distribution Agreement
The Separation and Distribution Agreement contains obligations for the Company to complete certain redevelopment projects at properties that are owned by Curbline Properties. As of June 30, 2026, such redevelopment projects were estimated to cost $8.5 million to complete, which is recorded in Amounts payable to Curbline in the Company’s consolidated balance sheets.
Shared Services Agreement
The fair value of the services provided by the Company to Curbline Properties in excess of the fees and the fair value of the services received by the Company from Curbline Properties is reflected as $1.7 million and $3.5 million of additional fee income within Fee and other income and within Other income (expense), net in the Company’s consolidated statements of operations for the three and six months ended June 30, 2026, respectively, and$0.6 million and $1.2 million for thethree and six months ended June 30, 2025, respectively.
The Shared Services Agreement provides Curbline Properties the right to use the Company’s office space in New York, New York. This arrangement is considered an embedded lease based on the criteria specified in Topic 842. The sublease income received under the Shared Services Agreement of $0.4 million and $0.8 million is included in Rental income on the Company’s consolidated statem ents of operations for both the three and six months ended June 30, 2026 and 2025, respectively.
Summary
The Company recorded in Fee and other income on the Company’s consolidated statements of operations a cash fee of $1.2 million and $2.3 million for the three and six months ended June 30, 2026, respectively, and $0.8 million and $1.5 million for thethree and six months ended June 30, 2025, respectively, which represents 2% of Curbline’s gross revenue and $1.7 million and
$3.5 million for thethree and six months ended June 30, 2026, respectively, and $0.6 million and $1.2 million for thethree and six months ended June 30, 2025, respectively, for the incremental fair value of services provided to Curbline offset by an embedded lease charge of$0.4 million and $0.8 million for both the three and six months ended June 30, 2026 and 2025, respectively. Amounts payable to Curbline as of June 30, 2026 and December 31, 2025, under the agreements described above, aggregated$9.4 million and $22.1 million, respectively (including obligations to complete redevelopments). Amounts receivable from Curbline as of June 30, 2026 and December 31, 2025 were $0.4 million and $0.9 million, respectively.
Impairment Charges
For the three and six months ended June 30, 2026, the Company recorded impairment charges aggregating $1.0 million and $18.5 million based on the difference between the carrying value of the assets and the estimated fair market value. The impairment charges recorded were triggered by purchase offers received.
The Company is required to assess the fair value of certain impaired consolidated investments. The valuation of impaired real estate assets is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each asset, as well as the income capitalization approach considering prevailing market capitalization rates, analysis of recent comparable sales transactions, actual sales negotiations and bona fide purchase offers received from third parties and/or consideration of the amount that currently would be required to replace the asset, as adjusted for obsolescence. In general, the Company considers multiple valuation techniques when measuring fair value of an investment. However, in certain circumstances, a single valuation technique may be appropriate.
These valuations are calculated based on market conditions and assumptions made by management at the time the valuation adjustments and impairments were recorded, which may differ materially from actual results if market conditions or the underlying assumptions change.
The following table presents information about the fair value of real estate that was impaired, and therefore, measured on a fair value basis, along with the related impairment charge for the six months ended June 30, 2026. The table also indicates the fair value hierarchy of the valuation techniques used by the Company to determine such fair value (in millions):
| Fair Value Measurements | |||||
|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | TotalImpairmentCharges | |
| Long-lived assets held and used | $— | $— | $32.2 | $32.2 | $18.5 |
| Quantitative Information About Level 3 Fair Value Measurements | ||||
|---|---|---|---|---|
| Fair Value at · Valuation | ||||
| Description | June 30, 2026 | Technique | Unobservable Inputs | Range |
| Impairment of consolidated assets | $32.2 | Indicative Bid | Indicative Bid(A) | N/A |
(A)
Fair value measurements based upon indicative bids and developed by third-party sources (including offers and comparable sales values), subject to the Company’s corroboration for reasonableness. The Company does not have access to certain unobservable inputs used by these third parties to determine these estimated fair values.
Earnings Per Share
The following table provides a reconciliation of net income and the number of common shares used in the computations of “basic” earnings per share (“EPS”), which utilizes the weighted-average number of common shares outstanding without regard to dilutive potential common shares, and “diluted” EPS, which includes all such shares (in thousands, except per share amounts).
| Three Months · Six Months | ||||
|---|---|---|---|---|
| Ended June 30, | Ended June 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Numerators – Basic and Diluted | ||||
| Net (loss) income | $(1,304) | $46,504 | $(366) | $49,589 |
| Earnings attributable to unvested shares | (217) | (386) | (217) | (386) |
| Net (loss) income after allocation to participating securities | $(1,521) | $46,118 | $(583) | $49,203 |
| Denominators – Number of Shares | ||||
| Basic and Diluted—Average shares outstanding | 52,475 | 52,445 | 52,471 | 52,440 |
| Earnings Per Share: | ||||
| Basic | $(0.03) | $0.88 | $(0.01) | $0.94 |
| Diluted | $(0.03) | $0.88 | $(0.01) | $0.94 |
Basic average shares outstanding do not include Restricted Stock units (“RSUs”) representing 0.2 million and 0.3 million common shares that were not vested at June 30, 2026 and 2025, respectively. Dividend equivalents are paid on the outstanding RSUs, which makes these shares participating securities.
Common Share Dividends
The Company declareda special cash dividend of $1.00 per common share for thethree and six months ended June 30, 2026 which was paid in July 2026. The Company declared a special cash dividend of $1.50 per common share for thethree and six months ended June 30, 2025 which was paid in July 2025.
Subsequent Events
In July 2026, the Company soldone property (Meadowmont Market, Chapel Hill, North Carolina) and a land parcel in Freehold, New Jersey for aggregate gross sales prices of approximately $11.5 million.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.