4 unchanged sentences
Our common shares began “regular way” trading on January 15, 2015.
−Removed: As of January 29, 2021, there were approximately 1,353 holders of record of our common shares.
+Added: As of February 9, 2022, there were approximately 1,134 holders of record of our common shares.
The Company elected to be taxed as a REIT under sections 856-860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with the filing of its 2015 tax return for its tax year ended December 31, 2015.
2 unchanged sentences
Future distributions will be declared and paid at the discretion of the Board of Trustees and will depend upon cash generated by operating activities, our financial condition, capital requirements, annual dividend requirements under the REIT provisions of the Internal Revenue Code of 1986, as amended, and such other factors as our Board of Trustees deems relevant.
−Removed: O ur Board of Trustees declared a quarterly dividend of $0.22 per common share and OP unit for the first quarter of 2020, the same quarterly rate as in 2019.
−Removed: As a result of COVID-19 and the uncertainties it generated, the Company temporarily suspended quarterly dividend distributions for the second and third quarters of 2020 and declared a special cash dividend of $0.46 per common share and OP unit in December 2020, which resulted in a total annual dividend per common share and OP unit of $0.68 for 2020.
+Added: Our Board of Trustees declared a quarterly dividend of $0.15 per share for each of the four quarters in 2021, which resulted in a total annual dividend per common share and OP unit of $0.60 for 2021.
+Added: Our Board of Trustees declared a quarterly dividend of $0.22 per common share and OP unit for the first quarter of 2020 and temporarily suspended quarterly dividend distributions for the second and third quarters as a result of COVID-19 and the uncertainties it generated.
+Added: A special cash dividend of $0.46 per common share and OP unit was declared in December 2020, which resulted in a total annual dividend per common share and OP unit of $0.68 for 2020.
The annual dividend amount may differ from dividends as calculated for federal income tax purposes.
11 unchanged sentences
Total Shareholder Return Performance
−Removed: The following performance graph compares the cumulative total shareholder return of our common shares with the Russell 2000 Index, the S&P 500 Index, SNL U.S.
−Removed: REIT Equity Index and the SNL REIT Retail Shopping Center Index as provided by SNL Financial LC, for the five fiscal years commencing December 31, 2015 and ending December 31, 2020, assuming an investment of $100 and the reinvestment of all dividends into additional common shares during the holding period.
+Added: The following performance graph compares the cumulative total shareholder return of our common shares with the Russell 2000 Index, the S&P 500 Index, Dow Jones Equity All REIT (previously SNL U.S.
+Added: REIT Equity Index) and the Dow Jones US Real Estate Strip Centers (previously SNL REIT Retail Shopping Center Index) as provided by SNL Financial LC, for the six fiscal years commencing December 31, 2015 and ending December 31, 2021, assuming an investment of $100 and the reinvestment of all dividends into additional common shares during the holding period.
Historical stock performance is not necessarily indicative of future results.
9 unchanged sentences
Russell 2000 114.0 100 121.3 139.1 123.8 155.4 186.4 214.0
−Removed: REIT Equity 37.1 100 108.9 118.0 112.5 144.5 137.1
−Removed: REIT Retail Shopping Center (29.0) 100 103.5 92.0 77.2 98.1 71.0
−Removed: (1) Cumulative total return is for the five fiscal years commencing December 31, 2015 and ending December 31, 2020.
+Added: Dow Jones Equity All REIT 96.4 100 108.9 118.3 113.5 146.1 139.1 196.4
+Added: Dow Jones US Real Estate Strip Centers (1.0) 100 103.3 92.4 78.9 100.2 68.8 99.0
+Added: (1) Cumulative total return is for the six fiscal years commencing December 31, 2015 and ending December 31, 2021.
Operating Partnership
1 unchanged sentence
There is no established public market for our general and common limited partnership interests in the operating partnership (“OP Units”).
−Removed: As of January 29, 2021, there were 117,019,013 general partnership units outstanding and 4,729,010 common limited partnership units outstanding, held by approximately 1,353 and 34 holders of record, respectively.
+Added: As of February 9, 2022, there were 117,398,896 general partnership units outstanding and 4,412,654 common limited partnership units outstanding, held by approximately 1,134 and 40 holders of record, respectively.
Under the limited partnership agreement of UELP, unitholders may present their common units for redemption at any time (subject to restrictions agreed upon at the time of issuance of the units that may restrict such right for a period of time).
4 unchanged sentences
Recent Sales of Unregistered Shares
−Removed: During the three months ended December 31, 2020, the Company issued an aggregate of 300,000 common shares in exchange for 300,000 common limited partnership units held by certain limited partners of the Operating Partnership.
+Added: During the year ended December 31, 2021, the Company issued an aggregate of 100,000 common shares in exchange for 100,000 common limited partnership units held by certain limited partners of the Operating Partnership.
All common shares were issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act.
1 unchanged sentence
Each time the Company issues common shares (other than in exchange for common limited partnership units when such units are presented for redemption), it contributes the proceeds of such issuance to the Operating Partnership in return for an equivalent number of partnership units with rights and preferences analogous to the shares issued.
−Removed: During the three months ended, December 31, 2020, in connection with issuances of common shares by the Company pursuant to the Urban Edge Properties 2015 Employee Share Purchase Plan, the Operating Partnership issued an aggregate of 16,322 common limited partnership units to the Company in exchange for approximately $0.2 million, the aggregate proceeds of such common share issuances to the Company.
+Added: During the year ended, December 31, 2021, in connection with issuances of common shares by the Company pursuant to the Urban Edge Properties 2015 Employee Share Purchase Plan, the Operating Partnership issued an aggregate of 24,544 common limited partnership units to the Company in exchange for approximately $0.3 million, the aggregate proceeds of such common share issuances to the Company.
Such units were issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
−Removed: During 2020, 2,927 restricted common shares were forfeited by former employees in connection with their departure from the Company.
−Removed: We did not repurchase any of our equity securities during the three months ended December 31, 2020.
+Added: During the year ended December 31, 2021, 5,305 restricted common shares were forfeited by former employees in connection with their departure from the Company.
+Added: We did not repurchase any of our equity securities during the year ended December 31, 2021.
Our employees will at times surrender common shares owned by them to satisfy statutory minimum federal, state and local tax obligations associated with the vesting of their restricted common shares.
−Removed: During the three months ended December 31, 2020, no restricted common shares were surrendered.
+Added: During the year ended December 31, 2021, 13,062 restricted common shares were surrendered.
In March 2020, our Board of Trustees authorized a share repurchase program for up to $200 million of the Company’s common shares.
During the year ended December 31, 2020, we repurchased 5,873,923 shares at a weighted average share price of $9.22 amounting to $54.1 million.
−Removed: During the three months ended December 31, 2020, no shares were repurchased.
+Added: During the year ended December 31, 2021, no shares were repurchased.
Equity Compensation Plan Information
Information regarding equity compensation plans is presented in Part III, Item 12 of this Annual Report on Form 10-K and incorporated herein by reference.
+Added: Not applicable.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.