PART I. FINANCIAL INFORMATION This part presents the unaudited condensed consolidated financial statements and management's discussion and analysis for SITE Centers Corp. [Item 1. Financial Statements – Unaudited](index=3&type=section&id=Item%201.%20Financial%20Statements%20%E2%80%93%20Unaudited) This section presents the unaudited condensed consolidated financial statements of SITE Centers Corp. for the quarter and six months ended June 30, 2025, and comparative periods. [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets%20as%20of%20June%2030%2C%202025%20and%20December%2031%2C%202024) This section provides a snapshot of the company's assets, liabilities, and equity at specific points in time. | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :----------------------------- | :------------------------------- | :---------------- | :--------- | | Total real estate assets, net | $711,044 | $772,012 | $(60,968) | -7.9% | | Cash and cash equivalents | $153,789 | $54,595 | $99,194 | 181.7% | | Total Assets | $959,040 | $933,602 | $25,438 | 2.7% | | Indebtedness | $288,442 | $301,373 | $(12,931) | -4.3% | | Dividends payable | $79,054 | $— | $79,054 | N/A | | Total Liabilities | $472,358 | $416,858 | $55,500 | 13.3% | | Total Equity | $486,682 | $516,744 | $(30,062) | -5.8% | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations%20for%20the%20Three%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section details the company's revenues, expenses, and net income for the reported periods. | Metric | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :----------------------------- | :----------------------------- | :---------------- | :--------- | | Rental income | $30,662 | $85,536 | $(54,874) | -64.2% | | Total Revenues from operations | $33,470 | $87,515 | $(54,045) | -61.8% | | Total Rental operation expenses | $33,486 | $73,118 | $(39,632) | -54.2% | | Income from continuing operations | $46,504 | $229,830 | $(183,326) | -79.8% | | Net income | $46,504 | $238,245 | $(191,741) | -80.5% | | Basic EPS (Total) | $0.88 | $4.49 | $(3.61) | -80.4% | | Metric | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :----------------------------- | :----------------------------- | :---------------- | :--------- | | Rental income | $62,112 | $177,262 | $(115,150) | -64.9% | | Total Revenues from operations | $76,093 | $181,567 | $(105,474) | -58.1% | | Total Rental operation expenses | $67,986 | $215,966 | $(147,980) | -68.5% | | Income from continuing operations | $49,589 | $196,847 | $(147,258) | -74.8% | | Net income | $49,589 | $214,693 | $(165,104) | -76.9% | | Basic EPS (Total) | $0.94 | $3.99 | $(3.05) | -76.4% | | Diluted EPS (Total) | $0.94 | $3.97 | $(3.03) | -76.3% | [Consolidated Statements of Comprehensive Income](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section presents net income and other comprehensive income components, reflecting total changes in equity from non-owner sources. | Metric | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :--------------------------------------- | :----------------------------- | :----------------------------- | :---------------- | :--------- | | Net income | $49,589 | $214,693 | $(165,104) | -76.9% | | Total other comprehensive (loss) income | $(1,280) | $2,451 | $(3,731) | -152.2% | | Comprehensive income | $48,309 | $217,144 | $(168,835) | -77.8% | [Consolidated Statements of Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Equity%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section outlines changes in the company's equity, including net income, dividends, and other comprehensive income. | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (Absolute) | Change (%) | | :----------- | :----------------------------- | :------------------------------- | :---------------- | :--------- | | Total Equity | $486,682 | $516,744 | $(30,062) | -5.8% | - Dividends declared for common shares for the six months ended June 30, 2025, totaled **$(79,054) thousand**[18](index=18&type=chunk) - Comprehensive income (loss) for the six months ended June 30, 2025, was **$45,803 thousand**[18](index=18&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section reports cash inflows and outflows from operating, investing, and financing activities. | Metric | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :----------------------------- | :----------------------------- | :---------------- | :--------- | | Net cash flow provided by operating activities | $22,933 | $106,443 | $(83,510) | -78.5% | | Net cash flow provided by investing activities | $86,838 | $726,007 | $(639,169) | -88.0% | | Net cash flow used for financing activities | $(14,915) | $(215,903) | $200,988 | -93.1% | | Net increase in cash, cash equivalents and restricted cash | $94,856 | $616,547 | $(521,691) | -84.6% | | Cash, cash equivalents and restricted cash, end of period | $162,522 | $1,185,578 | $(1,023,056) | -86.3% | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures for the condensed consolidated financial statements, covering the nature of business, accounting policies, and specific financial line items. [1. Nature of Business and Financial Statement Presentation](index=9&type=section&id=1.%20Nature%20of%20Business%20and%20Financial%20Statement%20Presentation) This note describes the company's business, the impact of the Curbline spin-off, property dispositions, and its single operating segment. - SITE Centers Corp. is primarily engaged in owning, leasing, acquiring, redeveloping, and managing shopping centers, with credit risk concentrated in the retail industry[23](index=23&type=chunk) - On October 1, 2024, the Company completed the spin-off of **79 convenience retail properties** into Curbline Properties Corp., which is reflected as discontinued operations in the financial statements for periods ended June 30, 2024[24](index=24&type=chunk) - For 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 dispositions of **$51.5 million**[28](index=28&type=chunk) - For the three and six months ended June 30, 2024, the Company received gross proceeds of **$764.2 million** and **$883.6 million**, respectively, from the sale of 12 and 15 wholly-owned shopping centers, resulting in gains on dispositions of **$233.3 million** and **$265.0 million**, respectively[29](index=29&type=chunk) - The Company operates as a single operating segment, with performance assessed by the Chief Operating Decision Maker (CODM) using net income and Net Operating Income (NOI)[32](index=32&type=chunk) [2. Investments in and Advances to Joint Ventures](index=11&type=section&id=2.%20Investments%20in%20and%20Advances%20to%20Joint%20Ventures) This note details the company's ownership interests and financial performance from unconsolidated joint ventures. - As of June 30, 2025, and December 31, 2024, the Company held ownership interests in unconsolidated joint ventures with investments in **11 shopping center properties**[36](index=36&type=chunk) | Metric | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :--------------------------------------- | :----------------------------- | :----------------------------- | :---------------- | :--------- | | Revenues from operations | $41,554 | $43,303 | $(1,749) | -4.0% | | Net income (loss) attributable to unconsolidated joint ventures | $215 | $6,179 | $(5,964) | -96.5% | | Company's share of equity in net income (loss) of joint ventures | $(29) | $78 | $(107) | -137.2% | - Revenues earned by the Company for providing asset management, property management, leasing, and development services to joint ventures were **$2.4 million** for the six months ended June 30, 2025, compared to **$2.8 million** for the same period in 2024[37](index=37&type=chunk) [3. Other Assets and Intangibles, net](index=12&type=section&id=3.%20Other%20Assets%20and%20Intangibles%2C%20net) This note provides a breakdown of intangible assets and their associated amortization expense. | Intangible Asset | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (Absolute) | Change (%) | | :--------------- | :----------------------------- | :------------------------------- | :---------------- | :--------- | | In-place leases | $7,248 | $8,323 | $(1,075) | -12.9% | | Above-market leases | $294 | $363 | $(69) | -19.0% | | Lease origination costs | $743 | $848 | $(105) | -12.4% | | Tenant relationships | $3,088 | $3,407 | $(319) | -9.4% | | Total intangible assets, net | $11,373 | $12,941 | $(1,568) | -12.1% | - Amortization expense for intangibles was **$1,472 thousand** for the six months ended June 30, 2025, a decrease from **$4,881 thousand** for the same period in 2024[40](index=40&type=chunk) [4. Leases](index=13&type=section&id=4.%20Leases) This note categorizes rental income into fixed and variable components. | Rental Income Component | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :---------------------- | :----------------------------- | :----------------------------- | :---------------- | :--------- | | Fixed lease income | $45,296 | $127,682 | $(82,386) | -64.5% | | Variable lease income | $16,390 | $48,334 | $(31,944) | -66.1% | | Total rental income | $62,112 | $177,262 | $(115,150) | -64.9% | [5. Indebtedness](index=13&type=section&id=5.%20Indebtedness) This note details the company's mortgage indebtedness, including fixed and variable rates, and debt extinguishment costs. | Debt Type | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------- | :----------------------------- | :------------------------------- | :---------------- | :--------- | | Mortgage Indebtedness – Fixed Rate | $99,053 | $99,862 | $(809) | -0.8% | | Mortgage Indebtedness – Variable Rate | $192,985 | $206,900 | $(13,915) | -6.7% | | Total indebtedness | $288,442 | $301,373 | $(12,931) | -4.3% | - The Company closed and funded a **$530.0 million** mortgage loan (the "Mortgage Facility") on August 7, 2024, with an outstanding balance of **$193.0 million** as of June 30, 2025[44](index=44&type=chunk) - Debt extinguishment costs of **$0.5 million** were recorded in the second quarter of 2025 in conjunction with the release of one property from the mortgage facility[44](index=44&type=chunk) [6. Financial Instruments and Fair Value Measurements](index=14&type=section&id=6.%20Financial%20Instruments%20and%20Fair%20Value%20Measurements) This note explains the fair value of financial instruments and the impact of interest rate swaps. - The carrying amounts of cash, cash equivalents, restricted cash, accounts receivable, accounts payable, and other liabilities approximate fair value due to their short-term maturities[46](index=46&type=chunk) - Mortgage indebtedness had a carrying value of **$288.4 million** and an estimated fair value of **$295.8 million** at June 30, 2025[48](index=48&type=chunk) - A **$200.0 million** interest rate swap, previously on a term loan, was re-designated to the Mortgage Facility in 2024, with a fair value of **$6.4 million** remaining in Accumulated Other Comprehensive Income[50](index=50&type=chunk) [7. Other Comprehensive Income](index=14&type=section&id=7.%20Other%20Comprehensive%20Income) This note details the components of accumulated other comprehensive income, including cash flow hedges. | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (Absolute) | Change (%) | | :--------------------------------------- | :----------------------------- | :------------------------------- | :---------------- | :--------- | | Balance, Accumulated Other Comprehensive Income | $4,192 | $5,472 | $(1,280) | -23.4% | - The change in cash flow hedges was **$(16) thousand**, and amounts reclassified from accumulated other comprehensive income to interest expense were **$(1,264) thousand** for the period ended June 30, 2025[52](index=52&type=chunk) [8. Discontinued Operations](index=15&type=section&id=8.%20Discontinued%20Operations) This note explains the financial impact of the Curbline spin-off, reported as discontinued operations. - The spin-off of **79 convenience properties** to Curbline on October 1, 2024, is reflected as discontinued operations for the three and six months ended June 30, 2024[53](index=53&type=chunk) | Metric | Six Months Ended June 30, 2024 (in thousands) | | :--------------------------------------- | :-------------------------------------------- | | Revenue from Operations | $56,195 | | Rental operation expenses | $30,689 | | Net income attributable to discontinued operations | $17,846 | - Capital expenditures included in discontinued operations for the six months ended June 30, 2024, were **$80.9 million**[53](index=53&type=chunk) [9. Transactions with Curbline Properties](index=15&type=section&id=9.%20Transactions%20with%20Curbline%20Properties) This note describes the agreements and financial obligations arising from the spin-off of Curbline Properties. - The Company completed the spin-off of Curbline Properties on October 1, 2024, and entered into various agreements to govern ongoing relationships, including the Separation and Distribution Agreement, Tax Matters Agreement, Employee Matters Agreement, and Shared Services Agreement[54](index=54&type=chunk) - As of June 30, 2025, the Company has an estimated **$30.9 million** obligation to complete redevelopment projects at Curbline-owned properties, recorded in "Amounts payable to Curbline"[55](index=55&type=chunk)[59](index=59&type=chunk) - For the six months ended June 30, 2025, the Company recorded a cash fee of **$1.5 million** (2% of Curbline's gross revenue) and **$1.2 million** for the incremental fair value of services provided to Curbline in "Fee and other income"[59](index=59&type=chunk) - Sublease income of **$0.8 million** from Curbline for office space was included in "Rental income" for the six months ended June 30, 2025[58](index=58&type=chunk)[59](index=59&type=chunk) [10. Earnings Per Share](index=17&type=section&id=10.%20Earnings%20Per%20Share) This note details the calculation of basic and diluted earnings per share, including the effect of a reverse stock split and special dividends. - A one-for-four reverse stock split of common shares was effected on August 16, 2024, with all share and per share data retroactively adjusted[60](index=60&type=chunk) | Metric | June 30, 2025 | June 30, 2024 | Change (Absolute) | Change (%) | | :-------------------------- | :------------ | :------------ | :---------------- | :--------- | | Basic EPS (Total) | $0.94 | $3.99 | $(3.05) | -76.4% | | Diluted EPS (Total) | $0.94 | $3.97 | $(3.03) | -76.3% | - The Company declared a special cash dividend of **$1.50 per common share** for the three and six months ended June 30, 2025[63](index=63&type=chunk) [11. Subsequent Events](index=18&type=section&id=11.%20Subsequent%20Events) This note reports significant events occurring after the reporting period, such as property sales and dividend declarations. - In July and August 2025, the Company sold three properties for an aggregate sales price of **$223.7 million**, with **$40.4 million** utilized to repay indebtedness[64](index=64&type=chunk) - On August 1, 2025, the Company declared a special cash dividend of **$3.25 per common share**, payable on August 29, 2025[65](index=65&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on SITE Centers Corp.'s financial condition, operational results, and liquidity for the quarter and six months ended June 30, 2025. [EXECUTIVE SUMMARY](index=19&type=section&id=EXECUTIVE%20SUMMARY) This section provides an overview of the company's business, strategic shifts, financial performance highlights, and future outlook. - SITE Centers Corp. is a self-administered and self-managed Real Estate Investment Trust (REIT) focused on owning, leasing, acquiring, redeveloping, and managing shopping centers[68](index=68&type=chunk) - As of June 30, 2025, the Company's portfolio consisted of **31 shopping centers** (including 11 owned through unconsolidated joint ventures) totaling approximately **8.3 million square feet** of gross leasable area (GLA), plus two adjacent office buildings[68](index=68&type=chunk) - The spin-off of Curbline Properties Corp. on October 1, 2024, which included **79 convenience properties**, represented a strategic shift and is reflected as discontinued operations for prior periods[69](index=69&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | Net income attributable to common shareholders | $49,589 | $209,115 | $(159,526) | -76.3% | | FFO attributable to common shareholders | $22,959 | $92,108 | $(69,149) | -75.1% | | Operating FFO attributable to common shareholders | $16,629 | $115,684 | $(99,055) | -85.6% | | Earnings per share – Diluted | $0.94 | $3.97 | $(3.03) | -76.3% | - The decrease in net income for the six months ended June 30, 2025, was primarily due to **lower gains from real estate dispositions**, **decreased rental revenue** from property dispositions and the Curbline spin-off, and **reduced interest income**[70](index=70&type=chunk) - From July 1, 2023, to December 31, 2024, the Company generated approximately **$3.1 billion** from property sales to acquire convenience properties, capitalize Curbline, and redeem/repay outstanding unsecured indebtedness and preferred shares[71](index=71&type=chunk) - As of August 5, 2025, the Company generated an additional **$319.0 million** from the sale of five shopping centers in 2025, using approximately **$54.3 million** to repay indebtedness[71](index=71&type=chunk) - The Company expects future rental income and net income to decrease due to the Curbline spin-off, significant property dispositions, and tenant bankruptcies[73](index=73&type=chunk) - Growth opportunities include rental rate increases, continued lease-up of the portfolio, and rent commencement from recently executed leases[74](index=74&type=chunk) - Operational highlights through June 30, 2025, include selling **five wholly-owned shopping centers** for **$319.0 million**, declaring special cash dividends of **$1.50** and **$3.25 per common share**, and leasing approximately **220,000 square feet** of GLA[77](index=77&type=chunk) - Cash lease spreads for comparable leases executed in the six months ended June 30, 2025, were **(17.6)% for new leases** and **0.1% for renewals**[77](index=77&type=chunk) - Total portfolio average annualized base rent per square foot increased to **$19.83** at June 30, 2025, from **$19.64** at December 31, 2024[77](index=77&type=chunk) - Aggregate occupancy of the operating shopping center portfolio was **87.5%** at June 30, 2025, down from **90.6%** at December 31, 2024[77](index=77&type=chunk) - The weighted-average cost of tenant improvements and lease commissions for new leases in H1 2025 was **$3.57 per rentable square foot**, a decrease from **$6.85** for the full year 2024[77](index=77&type=chunk) [RESULTS OF OPERATIONS](index=22&type=section&id=RESULTS%20OF%20OPERATIONS) This section analyzes the company's revenues, expenses, and net income, highlighting key drivers and changes over time. - The spin-off of Curbline Properties in October 2024 resulted in its financial results being reported as discontinued operations for all periods presented[79](index=79&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :---------------------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | Rental income | $62,112 | $177,262 | $(115,150) | -64.9% | | Fee and other income | $13,981 | $4,305 | $9,676 | 224.8% | | Total revenues | $76,093 | $181,567 | $(105,474) | -58.1% | - The decrease in base and percentage rental income for the six months ended June 30, 2025, was primarily due to the disposition of shopping centers, accounting for an **$82.4 million** decrease[79](index=79&type=chunk) - At June 30, 2025, the Company owned **20 wholly-owned properties** with an aggregate occupancy rate of **87.2%** and average annualized base rent of **$20.01 per occupied square foot**[79](index=79&type=chunk) - Fee and other income for the six months ended June 30, 2025, included **$8.4 million** from the resolution of a condemnation proceeding with the State of Florida[81](index=81&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | Operating and maintenance | $13,589 | $28,996 | $(15,407) | -53.1% | | Real estate taxes | $9,411 | $26,890 | $(17,479) | -65.0% | | Impairment charges | $— | $66,600 | $(66,600) | -100.0% | | General and administrative | $18,813 | $28,424 | $(9,611) | -33.8% | | Depreciation and amortization | $26,173 | $65,056 | $(38,883) | -59.8% | | Total Expenses from Operations | $67,986 | $215,966 | $(147,980) | -68.5% | - The decrease in operating expenses and real estate taxes was primarily due to the disposition of shopping centers[80](index=80&type=chunk) - General and administrative expenses decreased primarily due to the transfer of some employees to Curbline at the time of the spin-off[80](index=80&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | Interest expense | $(10,879) | $(36,923) | $26,044 | -70.5% | | Interest income | $1,083 | $15,843 | $(14,760) | -93.2% | | Debt extinguishment costs | $(504) | $(10,263) | $9,759 | -95.1% | | Loss on derivative instruments | $— | $(5,166) | $5,166 | -100.0% | | Total Other Income and Expenses | $(12,426) | $(35,998) | $23,572 | -65.5% | - Weighted-average debt outstanding decreased from **$1.5 billion** in H1 2024 to **$0.3 billion** in H1 2025, while the weighted-average interest rate increased from **4.5% to 6.4%**[82](index=82&type=chunk) - Interest income decreased due to less excess cash primarily as a result of sale proceeds maintained in money market accounts[82](index=82&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | Net income | $49,589 | $214,693 | $(165,104) | -76.9% | - The decrease in net income was primarily due to **lower gains from real estate dispositions**, **decreased rental revenue**, and **reduced interest income**, partially offset by lower debt-related charges and impairment[84](index=84&type=chunk) [NON-GAAP FINANCIAL MEASURES](index=26&type=section&id=NON-GAAP%20FINANCIAL%20MEASURES) This section defines and reconciles non-GAAP financial measures like FFO and Operating FFO, used to assess REIT performance. - Funds from Operations (FFO) and Operating FFO are non-GAAP financial measures used to assess REIT financial performance, excluding GAAP historical cost depreciation and amortization of real estate and gains/losses from property dispositions[87](index=87&type=chunk)[88](index=88&type=chunk) - FFO is consistent with NAREIT's definition, while Operating FFO further excludes certain non-comparable charges, income, and gains/losses that management believes are not indicative of core operating performance[89](index=89&type=chunk)[90](index=90&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | FFO attributable to common shareholders | $22,959 | $92,108 | $(69,149) | -75.1% | | Operating FFO attributable to common shareholders | $16,629 | $115,684 | $(99,055) | -85.6% | - The decrease in FFO and Operating FFO was primarily attributable to **lower Net Operating Income (NOI)** resulting from property dispositions and the spin-off of Curbline Properties, as well as **lower interest income**[96](index=96&type=chunk) [LIQUIDITY, CAPITAL RESOURCES AND FINANCING ACTIVITIES](index=29&type=section&id=LIQUIDITY%2C%20CAPITAL%20RESOURCES%20AND%20FINANCING%20ACTIVITIES) This section discusses the company's cash flow, debt, and capital management strategies, including asset sales and dividend policies. - The Company's primary capital sources include cash flow from operations, debt financings, and proceeds from asset sales[100](index=100&type=chunk) - As of June 30, 2025, consolidated indebtedness was **$292.0 million**, comprising the Mortgage Facility (**$193.0 million**) and a mortgage loan on Nassau Park Pavilion (**$99.0 million**)[101](index=101&type=chunk) - Subsequent to quarter-end, as of August 5, 2025, the Mortgage Facility's outstanding principal balance decreased to **$152.6 million**, secured by **10 assets**, due to asset sales and related loan repayments[101](index=101&type=chunk) - Unconsolidated joint ventures had **$441.2 million** of indebtedness (**$106.3 million** at SITE's share) at June 30, 2025[101](index=101&type=chunk) - At June 30, 2025, the Company had an unrestricted cash balance of **$153.8 million**, with approximately **$79.1 million** used in July 2025 to pay a special cash dividend[103](index=103&type=chunk) - The Company anticipates approximately **$30.9 million** to be incurred to complete redevelopment projects at properties owned by Curbline[103](index=103&type=chunk) | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (Absolute) | Change (%) | | :-------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :---------------- | :--------- | | Cash flow provided by operating activities | $22,933 | $106,443 | $(83,510) | -78.5% | | Cash flow provided by investing activities | $86,838 | $726,007 | $(639,169) | -88.0% | | Cash flow used for financing activities | $(14,915) | $(215,903) | $200,988 | -93.1% | - Cash provided by operating activities decreased **$83.5 million** primarily due to changes in working capital from disposition activity and a decrease in interest income[106](index=106&type=chunk) - Cash provided by investing activities decreased **$639.2 million**, mainly due to a **$116.6 million** decrease in real estate assets acquired, developed, and improved, and a **$755.5 million** decrease in proceeds from disposition of real estate[107](index=107&type=chunk)[114](index=114&type=chunk) - Cash used for financing activities decreased **$201.0 million**, primarily due to a **$104.6 million** decrease in repayment of unsecured senior notes, mortgage debt, and loan commitment fees, and a **$93.9 million** decrease in dividends paid[107](index=107&type=chunk)[114](index=114&type=chunk) - On August 1, 2025, the Company declared a special cash dividend of **$3.25 per common share** (estimated **$171.3 million** in aggregate)[108](index=108&type=chunk) - The Company does not expect to make regular quarterly dividend payments, intending to retain sufficient free cash flow to support capital needs while adhering to REIT payout requirements[109](index=109&type=chunk) - Through June 30, 2025, the Company repurchased **0.5 million common shares** for **$26.6 million** under its **$100 million** repurchase program[110](index=110&type=chunk) [SOURCES AND USES OF CAPITAL](index=31&type=section&id=SOURCES%20AND%20USES%20OF%20CAPITAL) This section outlines the company's capital sources and how funds are allocated for debt repayment, property sales, and redevelopment projects. - The Company is committed to maintaining liquidity, managing debt duration, and prudent leverage levels, with debt financings, asset sales, and cash flow from operations as key capital sources[112](index=112&type=chunk) - The Company is in various stages of marketing or contract negotiations for the sale of several properties, with proceeds generally expected to repay outstanding indebtedness and make distributions to shareholders[113](index=113&type=chunk)[115](index=115&type=chunk) | Date Sold | Property Name | City, State | Total Owned GLA (thousands sq ft) | Gross Sales Price (thousands) | | :-------- | :-------------------------- | :-------------------------- | :-------------------------------- | :---------------------------- | | June 2025 | The Promenade at Brentwood | Brentwood, MO | 338 | $71,600 | | June 2025 | Chapel Hills West | Colorado Springs, CO | 225 | $23,650 | | July 2025 | Sandy Plain Village | Roswell, GA | 174 | $25,000 | | August 2025 | Deer Valley Towne Center | Phoenix, AZ | 152 | $33,725 | | August 2025 | Winter Garden Village | Winter Garden, FL | 629 | $165,000 | | **Total** | | | **1,518** | **$318,975** | - As of June 30, 2025, the Company had approximately **$2.7 million** in construction in progress for re-tenanting projects at Company-owned properties[117](index=117&type=chunk) - The estimated cost to complete redevelopment projects at properties owned by Curbline was approximately **$30.9 million** as of June 30, 2025[117](index=117&type=chunk) [CAPITALIZATION](index=33&type=section&id=CAPITALIZATION) This section details the company's capital structure, including debt and equity, and the impact of recent financial actions. - At June 30, 2025, the Company's capitalization consisted of **$292.0 million of debt** and **$593.2 million of market equity**[119](index=119&type=chunk) - A one-for-four reverse stock split of common shares was announced in July 2024, with split-adjusted trading beginning on August 19, 2024[120](index=120&type=chunk) - The Company no longer maintains a revolving line of credit or an investment grade rating after repaying all outstanding unsecured indebtedness using proceeds from the Mortgage Facility and asset sales[121](index=121&type=chunk) - The Mortgage Facility contains operating and financial covenants, including net worth and liquidity requirements, which could restrict access to rent collections or accelerate maturities if violated[122](index=122&type=chunk) [CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS](index=33&type=section&id=CONTRACTUAL%20OBLIGATIONS%20AND%20OTHER%20COMMITMENTS) This section summarizes the company's future financial obligations, including debt maturities and construction commitments. - The Company has no consolidated debt maturing in 2025 and expects to fund future maturities from cash on hand, asset sales, cash flow from operations, and/or additional debt financings[124](index=124&type=chunk) - As of June 30, 2025, commitments with general contractors for re-tenanting vacancies aggregated approximately **$2.0 million**, generally due within 12 to 24 months[125](index=125&type=chunk) - A liability of approximately **$2.4 million** was recorded as of June 30, 2025, for guaranteed additional construction costs and deferred maintenance related to two properties sold in 2024[126](index=126&type=chunk) - The estimated cost to complete redevelopment projects at properties owned by Curbline, as per the Separation and Distribution Agreement, was **$30.9 million** as of June 30, 2025[127](index=127&type=chunk) - Purchase order obligations for property maintenance and general and administrative expenses aggregated approximately **$0.5 million** at June 30, 2025, typically payable within one year[128](index=128&type=chunk) [ECONOMIC CONDITIONS](index=35&type=section&id=ECONOMIC%20CONDITIONS) This section assesses the impact of broader economic trends on the company's retail properties, tenant demand, and market outlook. - The Company continues to experience steady retailer demand, attributed to properties in suburban, high household income communities, population growth, remote work trends, limited new retail construction, and tenants' increasing use of physical stores for merchandise distribution[130](index=130&type=chunk) - The Company benefits from a diversified tenant base, with only **six tenants** accounting for **3% or more of annualized base rent**, and a majority of tenants focusing on day-to-day consumer necessities[131](index=131&type=chunk) - At June 30, 2025, shopping center portfolio occupancy was **87.5%** (down from **90.6%** at December 31, 2024), and average annualized base rent was **$19.83 per square foot** (up from **$19.64** at December 31, 2024)[132](index=132&type=chunk) - The weighted-average cost of tenant improvements and lease commissions for new leases executed during the six months ended June 30, 2025, was **$3.57 per rentable square foot**, a decrease from **$9.46** in the prior year[132](index=132&type=chunk) - Macroeconomic challenges include increasing inflation and interest rates, tariff uncertainty, consumer confidence concerns, and global capital market volatility, posing risks to the U.S. economy and retail sector[133](index=133&type=chunk) - Despite challenges, the Company believes its prospects to backfill vacant spaces are generally good, particularly with value and convenience retailers expanding in its target communities[133](index=133&type=chunk) [FORWARD-LOOKING STATEMENTS](index=35&type=section&id=FORWARD-LOOKING%20STATEMENTS) This section provides cautionary language regarding future expectations and potential risks that could cause actual results to differ. - This section contains forward-looking statements regarding future expectations, including dispositions, capital expenditures, financing sources, and regulatory effects[135](index=135&type=chunk) - Readers are cautioned that actual results may differ materially from expectations due to known and unknown risks, uncertainties, and other factors beyond the Company's control[136](index=136&type=chunk) - Key risk factors include general real estate industry risks, local market changes, shifts in consumer buying practices (e.g., e-commerce), competition, tenant bankruptcies, illiquidity of real estate investments, and challenges in redevelopment projects[137](index=137&type=chunk) - Other risks include debt service payments, default risk, restrictions on debt, interest rate changes, financing availability, financial market disruptions, inflationary pressures, REIT compliance, joint venture risks, potential impairment losses, litigation, natural disasters, environmental liabilities, ADA compliance, and cybersecurity threats[137](index=137&type=chunk)[138](index=138&type=chunk)[139](index=139&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section details the Company's primary market risk exposure, which is interest rate risk, providing a breakdown of fixed-rate and variable-rate debt for both consolidated operations and unconsolidated joint ventures. - The Company's primary market risk exposure is interest rate risk[140](index=140&type=chunk) | Debt Type | June 30, 2025 Amount (Millions) | June 30, 2025 Avg. Maturity (Years) | June 30, 2025 Interest Rate | June 30, 2025 % of Total | Dec 31, 2024 Amount (Millions) | Dec 31, 2024 Avg. Maturity (Years) | Dec 31, 2024 Interest Rate | Dec 31, 2024 % of Total | | :---------------- | :------------------------------ | :---------------------------------- | :-------------------------- | :----------------------- | :----------------------------- | :--------------------------------- | :------------------------- | :---------------------- | | Fixed-Rate Debt | $97.8 | 3.3 | 6.7% | 33.9% | $98.5 | 3.8 | 6.7% | 32.7% | | Variable-Rate Debt | $190.6 | 1.2 | 7.1% | 66.1% | $202.9 | 1.7 | 7.1% | 67.3% | - A **100 basis-point increase** in short-term market interest rates on variable-rate debt at June 30, 2025, would result in an increase in interest expense of approximately **$1.0 million** for the Company for the six months ended June 30, 2025[140](index=140&type=chunk) - The Company's fixed-rate debt carrying value was **$97.8 million** at June 30, 2025, with a fair value of **$102.6 million**. A hypothetical **100 basis-point increase** in market interest rates would reduce its fair value to **$99.8 million**[142](index=142&type=chunk) [Item 4. Controls and Procedures](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms that the Company's management, including the CEO and CFO, evaluated the effectiveness of its disclosure controls and procedures as of June 30, 2025, and concluded they were effective. - The CEO and CFO concluded that the Company's disclosure controls and procedures were effective as of June 30, 2025[144](index=144&type=chunk) - There were no changes in the Company's internal control over financial reporting that materially affected or are reasonably likely to materially affect it during the three months ended June 30, 2025[145](index=145&type=chunk) PART II. OTHER INFORMATION This part includes legal proceedings, risk factors, equity sales, defaults, and other required disclosures. [Item 1. Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) The Company and its subsidiaries are involved in various legal proceedings, but management believes these, taken together, are not expected to have a material adverse effect on the Company's liquidity, financial position, or results of operations. - Management believes that the final outcome of current legal proceedings and claims will not have a material adverse effect on the Company's liquidity, financial position, or results of operations[148](index=148&type=chunk) [Item 1A. Risk Factors](index=43&type=section&id=Item%201A.%20Risk%20Factors) This section states that there are no new material changes to risk factors from the Company's Annual Report on Form 10-K for the year ended December 31, 2024. - No new material risk factors are reported for the current period[149](index=149&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=43&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the Company's common share repurchase program. As of June 30, 2025, the Company had repurchased 0.5 million common shares for $26.6 million under a $100 million authorized program, with $73.4 million remaining for repurchase. | Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (Millions) | | :----- | :------------------------------- | :--------------------------- | :------------------------------------------------------------------------------- | :-------------------------------------------------------------------------------------------------------------------- | | Total | — | $— | — | $73.4 | - As of June 30, 2025, the Company had repurchased **0.5 million common shares** for an aggregate cost of **$26.6 million** under its **$100.0 million** common share repurchase program[151](index=151&type=chunk) [Item 3. Defaults Upon Senior Securities](index=43&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section states that there were no defaults upon senior securities. - No defaults upon senior securities were reported[152](index=152&type=chunk) [Item 4. Mine Safety Disclosures](index=43&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company. - This item is not applicable to the Company[153](index=153&type=chunk) [Item 5. Other Information](index=43&type=section&id=Item%205.%20Other%20Information) This section states that there is no other information to report. - No other information to report[154](index=154&type=chunk) [Item 6. Exhibits](index=44&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including financial statements in iXBRL format and various certifications and agreements. - Exhibit 101 includes Consolidated Balance Sheets, Statements of Operations, Comprehensive Income, Equity, Cash Flows, and Notes to Condensed Consolidated Financial Statements in iXBRL format[156](index=156&type=chunk) - Certifications from the principal executive and financial officers (Exhibits 31.1, 31.2, 32.1, 32.2) are included[157](index=157&type=chunk) SIGNATURES This section contains the official signatures certifying the accuracy of the report. - The report was signed by Jeffrey A. Scott, Senior Vice President and Chief Accounting Officer, on August 5, 2025[160](index=160&type=chunk)

SITE Centers Corp. For additional information: 3300 Enterprise Parkway Gerald Morgan, EVP and Chief Financial Officer FOR IMMEDIATE RELEASE: SITE Centers Reports Second Quarter 2025 Results Exhibit 99.1 SITE Centers Corp. Table of Contents | Section | Page | | --- | --- | | Earnings Release & Financial Statements | | | Press Release | 1-6 | | Company Summary | | | Portfolio Summary | 7 | | Capital Structure and Debt Detail | 8 | | Leasing Summary | 9 | | Lease Expirations | 10 | | Top 30 Tenants | 11 | | In ...

Company Performance - SITE Centers Corp. reported first-quarter 2025 operating funds from operations (OFFO) per share of 16 cents, missing the Zacks Consensus Estimate of 24 cents [1] - Revenues for SITE Centers were $40.3 million, exceeding the Zacks Consensus Estimate of $33.5 million, despite a year-over-year decline of 56.4% in the top line and an 86% drop in OFFO per share [2][3] - The company executed five new leases and 17 renewals for a total of 75,000 square feet, achieving cash renewal leasing spreads of 3.4% in the first quarter [4] Leasing Metrics - As of March 31, 2025, the leased rate was 89.8%, down from 91.1% as of December 31, 2024, and lower than the prior-year quarter's 91.7% [3] - The commenced rate was reported at 89.4%, down from 90.6% as of December 31, 2024, but improved from the year-ago quarter's 89.8% [3] - The base rent per square foot increased to $19.75 as of March 31, 2025, from $19.55 recorded a year ago [3] Financial Position - SITE Centers exited the first quarter with $58.2 million in cash, an increase from $54.6 million as of December 31, 2024 [4] - The company remains focused on maximizing asset value through continued leasing, asset management, and potential additional asset sales, as stated by CEO David R. Lukes [2]

Financial Performance - Net income attributable to common shareholders was $3085 thousand, a significant increase compared to a net loss of $26341 thousand in the year-ago period[10] - Operating FFO was $8282 thousand, down from $59801 thousand in the previous year[10] - The company recorded $8400 thousand in other property revenues related to a condemnation proceeding in Florida[10] Portfolio Operations - The leased rate was 89.8% as of March 31, 2025, compared to 91.7% at March 31, 2024[10] - The commenced rate was 89.4% at the end of the quarter, slightly down from 89.8% year-over-year[10] - The company executed 5 new leases and 17 renewals, totaling 75000 square feet during the quarter[10] - Cash renewal leasing spreads were 3.4% for the first quarter of 2025[10] Asset Sales and Strategy - SITE Centers has two properties under contract for sale with an aggregate price of $95300 thousand[6] - Additional properties are in various stages of contract negotiations or marketing, exceeding $350000 thousand[6] Capital Structure - The market value per share was $12.84 as of March 31, 2025, compared to $15.29 at the end of 2024[30] - Common shares equity totaled $673394 thousand[30] - Net debt was $332013 thousand[30]

PART I. FINANCIAL INFORMATION [Financial Statements – Unaudited](index=3&type=section&id=Item%201.%20Financial%20Statements%20%E2%80%93%20Unaudited) Q1 2025 unaudited financials report a **$3.1 million** net income, a turnaround from a **$23.6 million** net loss in the prior year, primarily due to reduced impairment and interest expenses Consolidated Statements of Operations Highlights (in thousands) | Metric | Q1 2025 | Q1 2024 | Change | | :--- | :--- | :--- | :--- | | Rental Income | $31,450 | $91,726 | ($60,276) | | Total Revenues | $42,623 | $94,052 | ($51,429) | | Impairment Charges | $0 | $66,600 | ($66,600) | | Interest Expense | ($5,565) | ($18,663) | $13,098 | | Income (Loss) from Continuing Operations | $3,085 | ($32,983) | $36,068 | | Net Income (Loss) | $3,085 | ($23,552) | $26,637 | | **EPS (Diluted)** | **$0.06** | **($0.51)** | **$0.57** | Consolidated Balance Sheet Highlights (in thousands) | Metric | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Real Estate Assets, Net | $761,699 | $772,012 | | Cash and Cash Equivalents | $58,155 | $54,595 | | Total Assets | $929,755 | $933,602 | | Total Indebtedness | $301,643 | $301,373 | | Total Liabilities | $410,138 | $416,858 | | Total Equity | $519,617 | $516,744 | - On October 1, 2024, the company completed the spin-off of 79 convenience retail properties into a separate public company, Curbline Properties Corp. The financial results of these properties are now reported as discontinued operations for the three months ended March 31, 2024[24](index=24&type=chunk)[52](index=52&type=chunk) - The company has ongoing obligations related to the Curbline spin-off, including completing redevelopment projects estimated to cost **$32.0 million**, which is recorded as a liability[54](index=54&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Q1 2025 net income improved from higher fee income and lower expenses, despite reduced NOI post-spin-off, as the company focuses on asset sales to repay debt and fund distributions [Executive Summary and Strategy](index=18&type=section&id=Executive%20Summary%20and%20Strategy) SITE Centers' strategy focuses on realizing value through asset sales, with **$95 million** in Q2 2025 sales expected, to repay debt and fund distributions, while maintaining **89.4%** portfolio occupancy and positive lease spreads - The company's forward-looking strategy is to realize value through operations and asset sales, using proceeds to repay debt and make shareholder distributions. The timing of sales depends on market conditions and asset management initiatives[70](index=70&type=chunk) - As of May 6, 2025, the company has agreements to sell two properties for an aggregate gross price of approximately **$95 million**, expected to close in Q2 2025[71](index=71&type=chunk) Key Operational Metrics (as of March 31, 2025) | Metric | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Portfolio Occupancy (pro rata) | 89.4% | 90.6% | 89.8% | | Average Annualized Base Rent/sqft (pro rata) | $19.75 | $19.64 | $19.55 | | **Cash Lease Spreads (pro rata)** | | | | | New Leases | 6.8% | - | - | | Renewals | 3.4% | - | - | [Results of Operations](index=21&type=section&id=Results%20of%20Operations) Q1 2025 total revenues decreased by **$51.4 million** due to lower rental income from asset sales, partially offset by an **$8.8 million** increase in fee income, while operating and interest expenses significantly declined - Fee and other income for Q1 2025 included **$8.4 million** from a condemnation proceeding with the State of Florida, significantly boosting revenues for the period[28](index=28&type=chunk)[77](index=77&type=chunk) - The decrease in rental income was primarily driven by the disposition of shopping centers, which accounted for a **$43.0 million** reduction in base and percentage rental income[77](index=77&type=chunk) - The absence of impairment charges in Q1 2025, compared to **$66.6 million** in Q1 2024, was a major contributor to the improved net income[78](index=78&type=chunk) - Interest expense fell significantly due to the weighted-average debt outstanding decreasing from **$1.6 billion** in Q1 2024 to **$0.3 billion** in Q1 2025, despite the weighted-average interest rate increasing from **4.5%** to **6.5%**[79](index=79&type=chunk) [Non-GAAP Financial Measures](index=24&type=section&id=Non-GAAP%20Financial%20Measures) Q1 2025 FFO decreased to **$16.0 million** and Operating FFO to **$8.3 million**, primarily due to the Curbline spin-off and lower NOI from dispositions Reconciliation of Net Income to FFO and Operating FFO (in thousands) | Line Item | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Net income (loss) attributable to common shareholders** | **$3,085** | **($26,341)** | | Depreciation and amortization of real estate | $12,414 | $32,619 | | Discontinued operations' depreciation | $0 | $9,200 | | Impairment of real estate | $0 | $66,600 | | Gain on disposition of real estate, net | ($1,029) | ($31,714) | | Joint ventures' FFO | $1,593 | $1,584 | | **FFO attributable to common shareholders** | **$16,024** | **$51,931** | | Adjustments (Condemnation revenue, transaction costs, etc.) | ($7,742) | $7,870 | | **Operating FFO attributable to common shareholders** | **$8,282** | **$59,801** | [Liquidity, Capital Resources and Financing Activities](index=28&type=section&id=Liquidity%2C%20Capital%20Resources%20and%20Financing%20Activities) As of March 31, 2025, the company held **$58.2 million** in cash and **$306.3 million** in debt, relying on operations and asset sales for capital, with no common dividends paid in Q1 2025 - The company's primary capital sources are cash flow from operations, debt financings, and proceeds from asset sales. It no longer maintains a revolving credit facility as of August 2024[99](index=99&type=chunk) - At March 31, 2025, the company had an unrestricted cash balance of **$58.2 million** and anticipates spending approximately **$32.0 million** to complete redevelopment projects for Curbline[102](index=102&type=chunk) - No dividends were declared or paid on common shares in Q1 2025. The future dividend policy will be influenced by operations and asset sales, rather than regular quarterly payments[106](index=106&type=chunk)[107](index=107&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risk is interest rate risk, with **67.5%** of consolidated debt being variable-rate, where a 100 basis-point increase would raise quarterly interest expense by **$0.5 million** Consolidated Debt Profile (as of March 31, 2025) | Debt Type | Amount (Millions) | Weighted Avg. Maturity (Years) | Weighted Avg. Interest Rate | Percentage of Total | | :--- | :--- | :--- | :--- | :--- | | Fixed-Rate Debt | $98.1 | 3.6 | 6.7% | 32.5% | | Variable-Rate Debt | $203.5 | 1.4 | 7.1% | 67.5% | - A 100 basis-point increase in short-term market interest rates on variable-rate debt would result in an estimated increase in interest expense of approximately **$0.5 million** for the three months ended March 31, 2025[138](index=138&type=chunk) [Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[143](index=143&type=chunk) - No material changes were made to the company's internal control over financial reporting during the first quarter of 2025[144](index=144&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=42&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course legal proceedings, which management does not expect to materially affect its financial condition or operations - The company states that ongoing legal proceedings are not expected to have a material adverse effect on the company[147](index=147&type=chunk) [Risk Factors](index=42&type=section&id=Item%201A.%20Risk%20Factors) No new risk factors are reported in this quarterly report; refer to the Annual Report on Form 10-K for a comprehensive list - The report indicates no new risk factors during the period[148](index=148&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=42&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not repurchase common shares in Q1 2025, with **$73.4 million** remaining available under its **$100 million** share repurchase program - No shares were repurchased during the three months ended March 31, 2025[150](index=150&type=chunk) - As of March 31, 2025, **$73.4 million** remains available for repurchase under the company's **$100 million** common share repurchase program[150](index=150&type=chunk)

[Earnings Release & Financial Statements](index=3&type=section&id=Earnings%20Release%20%26%20Financial%20Statements) This section details SITE Centers' Q1 2025 financial performance, including net income, FFO, and strategic asset dispositions [Press Release and Financial Highlights](index=3&type=section&id=Press%20Release) SITE Centers reported a Q1 2025 net income of **$3.1 million**, a turnaround from a prior-year loss, with operating FFO impacted by strategic dispositions - The company completed the spin-off of **Curbline Properties** on October 1, 2024, now reflected as discontinued operations, significantly impacting year-over-year comparisons[11](index=11&type=chunk) Q1 2025 vs. Q1 2024 Key Financial Results (in millions) | Metric | Q1 2025 | Q1 2024 | Change Driver | | :--- | :--- | :--- | :--- | | Net Income (Common Shareholders) | $3.1 ($0.06/share) | -$26.3 (-$0.51/share) | Higher other property revenues, lower interest expense, absence of impairment charges | | Operating FFO (Common Shareholders) | $8.3 ($0.16/share) | $59.8 ($1.14/share) | Primarily due to Curbline spin-off, property dispositions, and lower interest income | | Pro Rata Leased Rate | 89.8% | 91.7% | N/A | - The company is actively marketing over **$350.0 million** in properties for sale, alongside **$95.3 million** under contract, indicating a continued focus on asset sales[8](index=8&type=chunk) - During Q1, the company executed **22 leases** totaling **75,000 square feet**, with cash renewal leasing spreads of **3.4%** on a pro rata basis[12](index=12&type=chunk) [Company Summary](index=10&type=section&id=Company%20Summary) This section provides an overview of SITE Centers' portfolio, capital structure, debt, and leasing activities [Portfolio Summary](index=10&type=section&id=Portfolio%20Summary) As of March 31, 2025, SITE Centers' portfolio comprises **33 operating centers** with **5.9 million square feet** pro-rata GLA and an **89.8%** leased rate Quarterly Operational Overview (Pro Rata Share) | Metric | 3/31/2025 | 12/31/2024 | 3/31/2024 | | :--- | :--- | :--- | :--- | | Base Rent PSF | $19.75 | $19.64 | $19.55 | | Commenced Rate | 89.4% | 90.6% | 89.8% | | Leased Rate | 89.8% | 91.1% | 91.7% | Top 5 MSA Exposure by Pro Rata ABR | MSA | % of ABR | ABR PSF | | :--- | :--- | :--- | | 1. Chicago-Naperville-Elgin, IL-IN-WI | 14.6% | $30.58 | | 2. Trenton, NJ | 12.8% | $18.49 | | 3. Orlando-Kissimmee-Sanford, FL | 12.3% | $20.92 | | 4. Phoenix-Mesa-Chandler, AZ | 7.5% | $19.10 | | 5. Los Angeles-Long Beach-Anaheim, CA | 7.5% | $26.16 | [Capital Structure and Debt Detail](index=11&type=section&id=Capital%20Structure%20and%20Debt%20Detail) As of March 31, 2025, SITE Centers' market capitalization was **$1.0 billion**, with **$332.0 million** net debt and **$412.8 million** pro-rata debt at **6.69%** weighted average interest Capital Structure Comparison (in millions) | Metric | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Common Shares Equity | $673.4 | $801.7 | | Net Debt | $332.0 | $336.2 | | Total Market Capitalization | $1,005.4 | $1,137.9 | Debt Composition (SITE Share, in millions) | Rate Type | Balance (SITE Share) | Weighted Avg. Years to Maturity | Weighted Avg. Interest Rate | | :--- | :--- | :--- | :--- | | Fixed | $175.6 | 3.7 years | 6.54% | | Variable | $237.2 | 3.2 years | 6.81% | | **Total** | **$412.8** | **3.5 years** | **6.69%** | [Leasing Summary](index=12&type=section&id=Leasing%20Summary) In Q1 2025, SITE Centers executed **22 leases** for **75,491 square feet** pro-rata, achieving a **3.5%** combined cash leasing spread and **$25.73** NER per square foot Q1 2025 Leasing Activity (Pro Rata Share) | Lease Type | Count | GLA (sq ft) | Cash Leasing Spread | Average Term (Yrs) | | :--- | :--- | :--- | :--- | :--- | | New Leases | 5 | 8,554 | 6.8% | 8.6 | | Renewals | 17 | 66,937 | 3.4% | 4.4 | | **Total** | **22** | **75,491** | **3.5%** | **4.9** | Q1 2025 Net Effective Rents (Pro Rata Share) | Lease Type | ABR PSF | Total Capex PSF | NER PSF | | :--- | :--- | :--- | :--- | | New Leases | $36.46 | $4.93 | $31.53 | | Renewals | $25.52 | $0.06 | $25.46 | [Lease Expirations](index=13&type=section&id=Lease%20Expirations) The company's lease expiration schedule shows significant ABR maturities between **2026-2029**, with the profile substantially extended if all lease options are exercised Lease Expirations by Year (% of Total Pro Rata ABR, No Options Exercised) | Year | % of Total ABR | | :--- | :--- | | 2025 | 3.0% | | 2026 | 9.3% | | 2027 | 17.0% | | 2028 | 15.1% | | 2029 | 15.2% | | Thereafter | 7.9% | - Assuming all lease options are exercised, only **18.1%** of ABR expires through 2034, significantly extending the maturity profile[41](index=41&type=chunk) [Top 30 Tenants](index=14&type=section&id=Top%2030%20Tenants) The top **30 tenants** account for **51.0%** of pro-rata ABR, with the top five, led by TJX Companies, representing **18.1%** Top 5 Tenants by Pro Rata ABR | Rank | Tenant | % of Total Pro Rata ABR | | :--- | :--- | :--- | | 1 | TJX Companies | 4.6% | | 2 | Burlington | 4.4% | | 3 | Kroger | 3.6% | | 4 | PetSmart | 3.3% | | 5 | LA Fitness | 3.2% | - The top **30 tenants** occupy **3.1 million square feet**, representing **52.5%** of the total pro-rata owned Gross Leasable Area (GLA)[43](index=43&type=chunk) [Unconsolidated Joint Ventures](index=15&type=section&id=Unconsolidated%20Joint%20Ventures) This section provides an overview of SITE Centers' unconsolidated joint ventures, including their property holdings and financial contributions [Unconsolidated Joint Ventures Overview](index=15&type=section&id=Unconsolidated%20Joint%20Ventures%20Overview) SITE Centers holds interests in **11 properties** through two JVs, generating **$15.7 million** NOI (at 100%) and contributing **$1.6 million** to SITE's FFO in Q1 2025 Joint Venture Summary (in millions) | Joint Venture | SITE Own % | Number of Properties | Debt Balance (at 100%) | | :--- | :--- | :--- | :--- | | DTP (Chinese Inst. Investors) | 20% | 10 | $380.6 | | RVIP IIIB (Prudential) | 50% | 1 | $60.9 | Combined JV Financials (at 100%, in millions) | Metric | 1Q25 | 1Q24 | | :--- | :--- | :--- | | Net Operating Income | $15.7 | $16.2 | | FFO | $6.3 | $6.0 | | FFO at SITE's ownership interests | $1.6 | $1.6 | [Shopping Center Summary](index=18&type=section&id=Shopping%20Center%20Summary) This section provides a comprehensive list of the company's properties, detailing their locations, ownership, GLA, and key tenants [Property List](index=18&type=section&id=Property%20List) This section lists the company's **34 properties**, detailing their locations, ownership, GLA, and key anchor tenants, serving areas with a **$110,000** weighted average household income - The property list details **33 operating centers** plus the headquarter office buildings[56](index=56&type=chunk) - Key anchor tenants include major national retailers such as **TJX, Burlington, Best Buy, Dick's Sporting Goods, Kroger, and AMC Theatres**[56](index=56&type=chunk) - The weighted average household income for the trade area within a 10-minute drive of the centers is **$110,000**, indicating a focus on affluent suburban communities[56](index=56&type=chunk) [Reporting Policies and Other](index=19&type=section&id=Reporting%20Policies%20and%20Other) This section outlines SITE Centers' key accounting policies, non-GAAP measures, and detailed leasing metrics for its portfolio [Notable Accounting and Supplemental Policies](index=19&type=section&id=Notable%20Accounting%20and%20Supplemental%20Policies) This section outlines key accounting policies, including the treatment of the **Curbline Properties spin-off** as discontinued operations and revenue recognition principles - The spin-off of **79 convenience properties** into **Curbline Properties** is treated as a discontinued operation, representing a strategic shift[60](index=60&type=chunk) - For tenants where collection is not probable, the company uses the **cash basis of accounting**, recognizing rental income only upon receipt of payment[62](index=62&type=chunk) - The company capitalizes interest on funds used for construction and certain administration costs, ceasing when the property is available for occupancy[67](index=67&type=chunk) [Non-GAAP Measures](index=22&type=section&id=Non-GAAP%20Measures) The company uses non-GAAP measures like **FFO, Operating FFO, and NOI** to provide investors with additional tools for assessing performance and core operations - **FFO** is a standard REIT performance measure that excludes historical cost depreciation and gains/losses from property sales to better reflect operational trends[70](index=70&type=chunk)[71](index=71&type=chunk) - **Operating FFO** is a company-specific metric adjusting FFO for non-core items like transaction costs to reflect the operating portfolio's performance[72](index=72&type=chunk) - **NOI** reflects property-level income and expenses, providing an unleveraged view of operational performance without corporate-level impacts[76](index=76&type=chunk) [Leasing Metrics for Wholly-Owned and Unconsolidated Joint Ventures at 100%](index=24&type=section&id=Leasing%20Metrics%20for%20Wholly-Owned%20and%20Unconsolidated%20Joint%20Ventures%20at%20100%25) This section provides detailed leasing metrics for the entire portfolio, wholly-owned properties, and unconsolidated JVs, including leased rates and expiration schedules [Portfolio Summary at 100%](index=24&type=section&id=Portfolio%20Summary%20at%20100%25) The total portfolio (at 100%) had a **91.1%** leased rate in Q1 2025, with wholly-owned at **89.4%** and JVs at **93.2%** Leased Rate Comparison (as of 3/31/2025) | Portfolio Segment | Leased Rate | Base Rent PSF | | :--- | :--- | :--- | | Wholly Owned SITE | 89.4% | $19.95 | | Joint Venture (100%) | 93.2% | $16.67 | | **Total Portfolio (100%)** | **91.1%** | **$18.44** | [Wholly Owned Leasing Summary](index=25&type=section&id=Wholly%20Owned%20Leasing%20Summary) In Q1 2025, the wholly-owned portfolio signed **14 leases** for **63,383 square feet**, achieving a **3.5%** combined cash leasing spread Q1 2025 Wholly Owned Leasing Activity | Lease Type | Count | GLA (sq ft) | Cash Leasing Spread | | :--- | :--- | :--- | :--- | | New Leases | 3 | 7,077 | 6.8% | | Renewals | 11 | 56,306 | 3.4% | | **Total** | **14** | **63,383** | **3.5%** | [Unconsolidated JV Leasing Summary](index=26&type=section&id=Unconsolidated%20JV%20Leasing%20Summary) In Q1 2025, unconsolidated JVs (at 100%) signed **8 leases** for **60,537 square feet**, with a **3.5%** combined cash leasing spread from renewals Q1 2025 Unconsolidated JV Leasing Activity (at 100%) | Lease Type | Count | GLA (sq ft) | Cash Leasing Spread | | :--- | :--- | :--- | :--- | | New Leases | 2 | 7,384 | 0.0% (non-comparable) | | Renewals | 6 | 53,153 | 3.5% | | **Total** | **8** | **60,537** | **3.5%** | [Wholly Owned Lease Expirations](index=27&type=section&id=Wholly%20Owned%20Lease%20Expirations) Wholly-owned lease expirations (no options) show **17.3%** of ABR expiring in 2027 and **15.1%** in 2028, with significant concentration through 2030 Wholly Owned Lease Expirations (% of ABR, No Options) | Year | % of Total ABR | | :--- | :--- | | 2025 | 3.0% | | 2026 | 9.0% | | 2027 | 17.3% | | 2028 | 15.1% | | 2029 | 15.3% | [Unconsolidated JV Lease Expirations](index=28&type=section&id=Unconsolidated%20JV%20Lease%20Expirations) Unconsolidated JV lease expirations (at 100%, no options) show **12.1%** of ABR expiring in 2026, **15.9%** in 2027, and **15.2%** in 2028 Unconsolidated JV Lease Expirations (% of ABR, No Options, at 100%) | Year | % of Total ABR | | :--- | :--- | | 2025 | 3.2% | | 2026 | 12.1% | | 2027 | 15.9% | | 2028 | 15.2% | | 2029 | 14.6% |

Core Insights - CERo Therapeutics Holdings, Inc. is presenting promising preclinical results for its lead compound CER-1236 in ovarian cancer at the 2025 SITC Spring Scientific Cellular Therapy for Solid Tumors [1][2] - The study demonstrated that CER-1236 effectively targets ovarian cancer cells without causing toxicity in animal models, indicating a favorable safety profile [2][3] - The company plans to initiate clinical trials for CER-1236 in solid tumors in 2025, building on its previous findings in both ovarian and Non-Small Cell Lung Cancers (NSCLC) [3][4] Company Overview - CERo is focused on developing next-generation engineered T cell therapeutics for cancer treatment, utilizing a proprietary approach that combines innate and adaptive immunity [4] - The company’s Chimeric Engulfment Receptor T cells (CER-T) are designed to enhance the immune response against tumors, potentially offering broader therapeutic applications than current CAR-T therapies [4]

Part I [Business](index=4&type=section&id=Item%201.%20Business) SITE Centers, a REIT, spun off 79 convenience retail properties into Curbline Properties Corp. on October 1, 2024, now owning 33 shopping centers and focusing on value realization through operations and asset sales - On October 1, 2024, the Company completed the spin-off of **79 convenience retail properties** into Curbline Properties Corp, now treated as discontinued operations[12](index=12&type=chunk)[13](index=13&type=chunk) - The Company generated approximately **$3.1 billion** from property sales from July 2023 to December 2024 to repay debt and fund distributions[17](index=17&type=chunk) - Under a Shared Services Agreement, SITE Centers provides operational staff to Curbline and earns a fee of **2.0% of Curbline's Gross Revenue**, while Curbline provides SITE Centers with a CEO and CIO[22](index=22&type=chunk)[23](index=23&type=chunk) - The company's full-time workforce decreased from **220 employees** at year-end 2023 to **172** at year-end 2024, partly due to employee transition to Curbline Properties post-spin-off[32](index=32&type=chunk) Portfolio Overview as of December 31, 2024 (Pro Rata Basis) | Metric | Value | | :--- | :--- | | Shopping Centers Owned | 33 (including 11 in JVs) | | Total Gross Leasable Area (GLA) | 8.8 million sq ft | | Aggregate Occupancy | 90.6% | | Average Annualized Base Rent | $19.64 per sq ft | Top 5 Tenants by Annualized Base Rental Revenue (as of Dec 31, 2024) | Tenant | % of Aggregate Annualized Base Rental Revenue | | :--- | :--- | | TJX Companies, Inc. | 4.6% | | Dick's Sporting Goods, Inc. | 4.4% | | Burlington Stores, Inc. | 4.3% | | The Kroger Co. | 3.6% | | PetSmart, Inc. | 3.3% | [Risk Factors](index=12&type=section&id=Item%201A.%20Risk%20Factors) The Company faces business, property, financial, and cybersecurity risks, including economic downturns, e-commerce impact, significant indebtedness, and potential conflicts of interest with Curbline Properties - Business risks include economic dependency, e-commerce impact on tenants, and reliance on large national tenants, with **6.8% of leased GLA** expiring in 2025[43](index=43&type=chunk)[54](index=54&type=chunk) - Financial risks include the absence of a revolving credit facility since August 2024, **$306.8 million** in consolidated debt, **$106.6 million** in JV debt, and restrictive covenants on its Mortgage Facility[78](index=78&type=chunk)[79](index=79&type=chunk)[82](index=82&type=chunk) - The relationship with Curbline Properties presents potential conflicts of interest due to shared executive leadership and non-arm's length Shared Services Agreements[102](index=102&type=chunk)[105](index=105&type=chunk) - Failure to adhere to complex REIT qualification rules could result in corporate taxation and reduced distributions, with the post-spin-off size decreasing the margin for non-qualifying assets[86](index=86&type=chunk) - Cybersecurity risks are significant due to reliance on computer systems for business operations and services to Curbline and JVs, with potential for disruption and liability from failures or breaches[75](index=75&type=chunk) [Unresolved Staff Comments](index=35&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - None[112](index=112&type=chunk) [Cybersecurity](index=35&type=section&id=Item%201C.%20Cybersecurity) The company maintains a comprehensive cybersecurity program managed by the CTO and overseen by the Audit Committee, incorporating risk assessments, third-party providers, and employee training, with no material impact from threats to date - Cybersecurity risk management is integrated into the enterprise risk management system, overseen by the internal audit team, CTO, Security and Privacy Governance Committee, and the Audit Committee of the Board[114](index=114&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk) - Mitigation strategies include physical and software safeguards, contracts with independent cybersecurity providers, timely system updates, and annual employee cybersecurity awareness training[115](index=115&type=chunk)[118](index=118&type=chunk) - To date, cybersecurity threats have not materially affected the company's operations or information systems availability[121](index=121&type=chunk) [Properties](index=37&type=section&id=Item%202.%20Properties) As of December 31, 2024, SITE Centers' portfolio comprises 33 shopping centers totaling 8.8 million square feet of GLA across 15 states, with an average annualized base rent of $19.64 per square foot - The portfolio includes **33 shopping centers** (**8.8 million sq ft GLA**), with **90.6% occupancy** on a pro rata basis as of December 31, 2024[122](index=122&type=chunk)[126](index=126&type=chunk) - In addition to its retail portfolio, the company owns two office buildings in Beachwood, Ohio, totaling **339,000 sq ft**, one serving as its corporate headquarters[127](index=127&type=chunk) Lease Expirations for Wholly-Owned Properties (2025-2029) | Expiration Year | % of Total GLA | % of Total Base Rental Revenues | | :--- | :--- | :--- | | 2025 | 6.4% | 9.0% | | 2026 | 8.1% | 7.5% | | 2027 | 14.9% | 17.5% | | 2028 | 13.2% | 14.1% | | 2029 | 13.2% | 15.9% | Lease Expirations for Joint Venture Properties (2025-2029) | Expiration Year | % of Total GLA | % of Total Base Rental Revenues | | :--- | :--- | :--- | | 2025 | 5.1% | 5.6% | | 2026 | 13.0% | 12.7% | | 2027 | 16.6% | 17.3% | | 2028 | 14.1% | 15.3% | | 2029 | 13.8% | 13.4% | [Legal Proceedings](index=42&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various legal proceedings, but management does not expect a material adverse effect on its financial position or operations - The Company is subject to various legal proceedings, but management believes the final outcome will not have a material adverse effect on its financial condition or results of operations[132](index=132&type=chunk) [Mine Safety Disclosures](index=42&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not Applicable[133](index=133&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=43&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common shares trade on the NYSE under 'SITC', with future dividend policy influenced by operations and asset sales, and **$73.4 million** remaining authorized for share repurchases - The Company's common shares are listed on the NYSE under 'SITC', with **3,145 record holders** as of February 21, 2025[136](index=136&type=chunk) - The Company does not expect regular quarterly dividend payments, with future policy influenced by operations, asset sales, debt repayment, and REIT payout rules[137](index=137&type=chunk) - A common share repurchase program authorizes up to **$100 million** in repurchases, with **$73.4 million** remaining available as of December 31, 2024[139](index=139&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=43&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes the company's 2024 financial performance, highlighting the Curbline spin-off, significant deleveraging via asset sales, increased net income from dispositions, decreased FFO due to a smaller portfolio, and a shift to secured debt with a new **$530 million** mortgage facility - The spin-off of Curbline Properties on October 1, 2024, was a major strategic event, with its historical results now presented as discontinued operations[142](index=142&type=chunk)[143](index=143&type=chunk) - In 2024, the company sold **40 wholly-owned shopping centers** for **$2.3 billion**, using proceeds to repay all outstanding unsecured debt and preferred shares[154](index=154&type=chunk) - The increase in net income was driven by a **$633.2 million gain** on real estate disposition, while FFO decreased due to net property dispositions and **$42.8 million** in debt extinguishment costs[164](index=164&type=chunk)[186](index=186&type=chunk)[184](index=184&type=chunk) - The company's capital structure was significantly altered in 2024, terminating its revolving credit facility and term loan, repaying all senior notes, and entering a new **$530 million secured mortgage facility**, with **$206.9 million** outstanding at year-end[212](index=212&type=chunk)[221](index=221&type=chunk)[223](index=223&type=chunk) Key Financial Results (Year Ended Dec 31) | Metric (in thousands) | 2024 | 2023 | | :--- | :--- | :--- | | Net income attributable to common shareholders | $516,031 | $254,547 | | FFO attributable to common shareholders | $79,443 | $240,199 | | Operating FFO attributable to common shareholders | $166,724 | $247,872 | [Critical Accounting Estimates](index=50&type=section&id=CRITICAL%20ACCOUNTING%20ESTIMATES) Management identifies critical accounting estimates in purchase price allocation for property acquisitions and impairment assessment of real estate assets, both requiring significant judgment and subjective assumptions - Purchase price allocations for acquired properties require significant management estimates for the fair value of tangible and intangible assets[168](index=168&type=chunk) - The company assesses real estate assets for impairment by estimating undiscounted future cash flows, a subjective process considering expected income, hold periods, and competition[169](index=169&type=chunk) - For assets considered for sale, impairment analysis is probability-weighted based on the most likely course of action, using fair value estimates from broker opinions or negotiated agreements[170](index=170&type=chunk) [Results of Operations](index=52&type=section&id=RESULTS%20OF%20OPERATIONS) Total revenues decreased to **$277.5 million** in 2024 due to property dispositions, while net income attributable to SITE Centers increased to **$531.8 million** driven by a **$633.2 million gain** on real estate dispositions, despite a **$66.6 million** impairment charge and **$42.8 million** in debt extinguishment costs - The company recorded a **$633.2 million gain** on real estate disposition in 2024, a significant increase from **$218.7 million** in 2023[186](index=186&type=chunk) - Debt extinguishment costs totaled **$42.8 million** in 2024, primarily from Mortgage Commitment termination (**$21.2 million**), property releases from the new Mortgage Facility (**$10.1 million**), and Senior Notes redemption (**$6.7 million**)[187](index=187&type=chunk) - Income from discontinued operations (Curbline properties) was **$6.1 million** in 2024, a decrease from **$36.4 million** in 2023, reflecting the shorter period and **$30.7 million** in transaction costs[186](index=186&type=chunk)[189](index=189&type=chunk) Revenues from Operations (in thousands) | Revenue Type | 2024 | 2023 | $ Change | | :--- | :--- | :--- | :--- | | Rental income | $269,286 | $444,062 | $(174,776) | | Fee and other income | $8,181 | $8,553 | $(372) | | **Total revenues** | **$277,467** | **$452,615** | **$(175,148)** | Expenses from Operations (in thousands) | Expense Type | 2024 | 2023 | $ Change | | :--- | :--- | :--- | :--- | | Operating and maintenance | $55,372 | $78,306 | $(22,934) | | Real estate taxes | $40,292 | $65,501 | $(25,209) | | Impairment charges | $66,600 | $— | $66,600 | | General and administrative | $47,080 | $50,867 | $(3,787) | | Depreciation and amortization | $101,344 | $180,611 | $(79,267) | [Non-GAAP Financial Measures](index=58&type=section&id=NON-GAAP%20FINANCIAL%20MEASURES) FFO for 2024 significantly decreased to **$79.4 million** from **$240.2 million** in 2023, primarily due to net property dispositions and debt extinguishment costs, while Operating FFO also decreased to **$166.7 million** from **$247.9 million** due to a smaller portfolio - The decrease in FFO in 2024 was primarily due to net property dispositions, debt extinguishment costs, and transaction costs related to the Curbline spin-off[201](index=201&type=chunk) Reconciliation of Net Income to FFO and Operating FFO (in thousands) | Line Item | 2024 | 2023 | | :--- | :--- | :--- | | **Net income attributable to common shareholders** | **$516,031** | **$254,547** | | Depreciation and amortization | $97,186 | $175,156 | | Impairment of real estate | $66,600 | $— | | Gain on disposition of real estate, net | $(633,219) | $(218,655) | | Other FFO adjustments | $32,845 | $29,151 | | **FFO attributable to common shareholders** | **$79,443** | **$240,199** | | Separation, transaction, and debt extinguishment costs | $76,714 | $9,776 | | Other Operating FFO adjustments | $10,567 | $(2,103) | | **Operating FFO attributable to common shareholders** | **$166,724** | **$247,872** | [Liquidity, Capital Resources and Financing Activities](index=61&type=section&id=LIQUIDITY%2C%20CAPITAL%20RESOURCES%20AND%20FINANCING%20ACTIVITIES) The company's liquidity strategy shifted in 2024, relying on operating cash flow, debt financings, and asset sales after terminating its revolving credit facility, resulting in **$1.8 billion** from investing activities and **$2.5 billion** used for financing, ending with **$54.6 million** cash and a restructured, secured debt profile - As of December 31, 2024, the company had **$306.8 million** in consolidated debt, a sharp reduction from **$1.6 billion** at year-end 2023, and no longer has a revolving credit facility[208](index=208&type=chunk)[207](index=207&type=chunk) - Major 2024 financing activities included closing a new **$530.0 million Mortgage Facility**, repaying **$1.3 billion** in Senior Notes, **$200.0 million** Term Loan, redeeming **$175.0 million** in Class A Preferred Shares, and contributing **$800.0 million** cash to Curbline[212](index=212&type=chunk)[222](index=222&type=chunk)[223](index=223&type=chunk)[224](index=224&type=chunk) - The company declared cash dividends of **$1.04 per common share** in 2024 prior to the spin-off, with no dividends declared for Q3 and Q4 to maximize Curbline capitalization and preserve operating funds[229](index=229&type=chunk)[230](index=230&type=chunk) Summary of Cash Flow Activities (in thousands) | Cash Flow Activity | 2024 | 2023 | | :--- | :--- | :--- | | Cash flow provided by operating activities | $112,044 | $238,533 | | Cash flow provided by investing activities | $1,843,903 | $559,899 | | Cash flow used for financing activities | $(2,457,312) | $(250,615) | [Quantitative and Qualitative Disclosures About Market Risk](index=79&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rates, with **67.3%** of consolidated debt now variable-rate, and a 100 basis-point increase would raise annual interest expense by approximately **$2.0 million** - A **100 basis-point increase** in short-term market interest rates on variable-rate debt would result in an approximate **$2.0 million increase** in annual interest expense[281](index=281&type=chunk) Consolidated Debt Composition (as of Dec 31, 2024) | Debt Type | Amount (Millions) | Percentage of Total | | :--- | :--- | :--- | | Fixed-Rate Debt | $98.5 | 32.7% | | Variable-Rate Debt | $202.9 | 67.3% | Fair Value of Debt (in millions) | Debt Type | Carrying Amount (Dec 31, 2024) | Fair Value (Dec 31, 2024) | | :--- | :--- | :--- | | Mortgage Indebtedness | $301.4 | $309.2 | [Financial Statements and Supplementary Data](index=81&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This item incorporates by reference the company's audited consolidated financial statements and supplementary data, located in a separate section of the Annual Report on Form 10-K beginning on page F-1 - The response to this item is included in a separate section at the end of this Annual Report on Form 10-K beginning on page F-1[286](index=286&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=81&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None[287](index=287&type=chunk) [Controls and Procedures](index=81&type=section&id=Item%209A.%20Controls%20and%20Procedures) The company's disclosure controls and procedures and internal control over financial reporting were deemed effective as of December 31, 2024, with no material changes during Q4 2024 - The CEO and CFO concluded that the Company's disclosure controls and procedures were effective as of December 31, 2024[288](index=288&type=chunk) - Management concluded that the Company's internal control over financial reporting was effective as of December 31, 2024, based on the COSO 2013 framework, audited by PricewaterhouseCoopers LLP[289](index=289&type=chunk)[290](index=290&type=chunk) - No changes in internal control over financial reporting occurred during the fourth quarter of 2024 that materially affected, or are reasonably likely to materially affect, these controls[291](index=291&type=chunk) [Other Information](index=83&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[292](index=292&type=chunk) [Disclosure Regarding Foreign Jurisdictions That Prevent Inspections](index=83&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20That%20Prevent%20Inspections) This item is not applicable to the company - Not applicable[293](index=293&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=84&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section incorporates by reference information from the 2025 Proxy Statement regarding directors and corporate governance, with executive officer details in Part I of this Form 10-K - Information regarding directors and corporate governance is incorporated by reference from the Company's 2025 Proxy Statement[296](index=296&type=chunk) - Information about the Company's Executive Officers is located in Part I of this Annual Report on Form 10-K[296](index=296&type=chunk) [Executive Compensation](index=84&type=section&id=Item%2011.%20Executive%20Compensation) This section incorporates by reference detailed executive and director compensation information from the company's 2025 Proxy Statement, including the Compensation Discussion and Analysis and related tables - Information required by this item is incorporated by reference from the Company's 2025 Proxy Statement, including the 'Compensation Discussion and Analysis' and 'Executive Compensation Tables' sections[297](index=297&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=85&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information on security ownership by beneficial owners and management is incorporated by reference from the 2025 Proxy Statement, detailing **310,113** securities to be issued and **2,667,768** available for future issuance under equity compensation plans as of December 31, 2024 - Information regarding security ownership is incorporated by reference from the Company's 2025 Proxy Statement[299](index=299&type=chunk) Equity Compensation Plan Information (as of Dec 31, 2024) | Plan Category | Number of Securities to Be Issued Upon Exercise | Weighted-Average Exercise Price | Number of Securities Remaining Available for Future Issuance | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | 310,113 | $30.96 | 2,667,768 | [Certain Relationships and Related Transactions, and Director Independence](index=85&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) This section incorporates by reference information from the company's 2025 Proxy Statement concerning related-party transactions and director independence - Information required by this item is incorporated by reference from the Company's 2025 Proxy Statement[303](index=303&type=chunk) [Principal Accountant Fees and Services](index=85&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) This section incorporates by reference information from the company's 2025 Proxy Statement regarding fees paid to and services provided by PricewaterhouseCoopers LLP - Information regarding fees paid to PricewaterhouseCoopers LLP is incorporated by reference from the Company's 2025 Proxy Statement[304](index=304&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=86&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This item lists the financial statements, schedules, and exhibits filed with the Form 10-K, including the independent auditor's report, consolidated financial statements, and key agreements like the Separation and Distribution Agreement with Curbline - This section lists all financial statements, schedules, and exhibits filed with the report, including the Separation and Distribution Agreement with Curbline Properties (Exhibit 2.1), the new Loan Agreement for the Mortgage Facility (Exhibit 10.21), and various employment and compensation plan documents[307](index=307&type=chunk)[310](index=310&type=chunk) [Form 10-K Summary](index=90&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports that no Form 10-K summary is provided - None[313](index=313&type=chunk) Financial Statements and Schedules [Report of Independent Registered Public Accounting Firm](index=92&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) PricewaterhouseCoopers LLP issued an unqualified opinion on the consolidated financial statements and internal control over financial reporting, identifying real estate impairment assessments as a critical audit matter due to significant management judgment - The auditor, PricewaterhouseCoopers LLP, issued unqualified opinions on both the consolidated financial statements and the effectiveness of internal control over financial reporting[322](index=322&type=chunk) - A critical audit matter was identified concerning real estate impairment assessments due to significant management judgment required for identifying indicators and estimating undiscounted future cash flows, particularly regarding hold periods, market rents, and capitalization rates[329](index=329&type=chunk)[330](index=330&type=chunk) [Consolidated Financial Statements](index=95&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show a significant reduction in total assets to **$933.6 million** and liabilities to **$416.9 million** in 2024 due to the Curbline spin-off and asset sales, with net income increasing to **$531.8 million** driven by large gains on property sales Consolidated Balance Sheet Highlights (in thousands) | Account | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Total real estate assets, net | $772,012 | $2,386,143 | | Cash and cash equivalents | $54,595 | $551,402 | | Assets related to discontinued operations | $— | $921,632 | | **Total Assets** | **$933,602** | **$4,061,350** | | Indebtedness | $301,373 | $1,600,517 | | **Total Liabilities** | **$416,858** | **$1,885,807** | | **Total Equity** | **$516,744** | **$2,175,543** | Consolidated Statement of Operations Highlights (in thousands) | Account | 2024 | 2023 | | :--- | :--- | :--- | | Total Revenues | $277,467 | $452,615 | | Gain on disposition of real estate, net | $633,219 | $218,655 | | Debt extinguishment costs | $(42,822) | $(50) | | Impairment charges | $66,600 | $— | | Income from discontinued operations | $6,060 | $36,372 | | **Net Income** | **$531,824** | **$265,721** | [Notes to Consolidated Financial Statements](index=100&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies and financial results, covering the Curbline spin-off as discontinued operations, significant changes in indebtedness including senior note repayment and a new mortgage facility, **$66.6 million** in impairment charges, and ongoing agreements with Curbline - Note 12 details operating results for spun-off Curbline properties, which generated **$86.0 million** in revenue and incurred **$30.9 million** in transaction costs, resulting in **$6.1 million** of income from discontinued operations for Jan 1 - Sep 30, 2024[469](index=469&type=chunk) - Note 6 details the complete overhaul of the company's debt, with all **$1.3 billion** senior unsecured notes and **$200 million** Term Loan repaid in August 2024, and the new primary debt being a variable-rate Mortgage Facility with a **$206.9 million** balance at year-end[426](index=426&type=chunk)[428](index=428&type=chunk)[430](index=430&type=chunk) - Note 11 discloses **$66.6 million** in impairment charges in 2024 related to three properties, triggered by a change in hold period assumptions, which were subsequently sold[465](index=465&type=chunk) - Note 13 details the ongoing financial relationship with Curbline, including a **$33.8 million** liability payable to Curbline as of December 31, 2024, primarily for redevelopment projects on spun-off properties[473](index=473&type=chunk)[481](index=481&type=chunk) - Note 9 states all **$175 million** Class A Preferred Shares were redeemed in 2024, a **1-for-4 reverse stock split** was effected in August 2024, and the spin-off was treated as a stock dividend valued at **$44.58 per common share**[458](index=458&type=chunk)[373](index=373&type=chunk)[460](index=460&type=chunk)

Core Insights - SITE Centers Corp. reported a significant decline in revenue and earnings for the quarter ended December 2024, with revenue of $32.87 million, down 73.3% year-over-year, and EPS of $0.16 compared to $3.68 in the same quarter last year [1] - The reported revenue fell short of the Zacks Consensus Estimate of $42.65 million, resulting in a surprise of -22.94%, while the EPS also missed the consensus estimate of $0.23 by -30.43% [1] Revenue Breakdown - Rental income was reported at $32.58 million, significantly lower than the estimated $66.09 million, reflecting a year-over-year decline of -73.5% [4] - Other revenue components included: - Percentage and overage rent: $0.63 million versus an estimate of $0.97 million - Other property revenues: $0.28 million versus an estimate of $0.53 million - Ancillary and other rental income: $0.52 million versus an estimate of $1.03 million, marking a -74% year-over-year change - Recoveries: $8.40 million versus an estimate of $19.01 million [4] Stock Performance - Over the past month, shares of SITE Centers Corp. returned -1.8%, slightly outperforming the Zacks S&P 500 composite's -2.2% change [3] - The stock currently holds a Zacks Rank 3 (Hold), indicating potential performance in line with the broader market in the near term [3]

Group 1: Financial Performance - SITE Centers Corp. reported quarterly funds from operations (FFO) of $0.16 per share, missing the Zacks Consensus Estimate of $0.23 per share, and down from $1.04 per share a year ago, representing an FFO surprise of -30.43% [1] - The company posted revenues of $32.87 million for the quarter ended December 2024, missing the Zacks Consensus Estimate by 22.94%, compared to year-ago revenues of $123.16 million [2] - Over the last four quarters, the company has surpassed consensus FFO estimates two times and topped consensus revenue estimates just once [2] Group 2: Stock Performance and Outlook - SITE Centers Corp. shares have lost about 4.9% since the beginning of the year, while the S&P 500 has gained 1.3% [3] - The company's future stock performance will largely depend on management's commentary on the earnings call and the sustainability of the stock's immediate price movement based on recently released numbers and future FFO expectations [3][4] - The current consensus FFO estimate for the coming quarter is $0.24 on revenues of $43.12 million, and for the current fiscal year, it is $0.92 on revenues of $173.92 million [7] Group 3: Industry Context - The REIT and Equity Trust - Retail industry, to which SITE Centers Corp. belongs, is currently in the top 28% of over 250 Zacks industries, indicating a favorable outlook compared to the bottom 50% [8] - Empirical research shows a strong correlation between near-term stock movements and trends in estimate revisions, suggesting that investors can track these revisions to gauge stock performance [5]