6 unchanged sentences
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.
−Removed: With the exception of the Company’s taxable REIT subsidiary (“TRS”), to the extent the Company meets certain requirements under the Code, the Company will not be taxed on its federal taxable income.
−Removed: If we fail to qualify as a REIT for any taxable year, we will be subject to federal income taxes at regular corporate rates (including any alternative minimum tax, which, for corporations, was repealed under the TCJA (defined above) for tax years beginning after December 31, 2017) and may not be able to qualify as a REIT for the four subsequent taxable years.
−Removed: 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: 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.
−Removed: 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.
−Removed: 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.
+Added: So long as the Company qualifies as a REIT under the Code, the Company will not be subject to U.S.
+Added: federal income tax on net taxable income that it distributes annually to its shareholders.
+Added: If we fail to qualify as a REIT for any taxable year, we will be subject to federal income taxes at regular corporate rates and may not be able to qualify as a REIT for the four subsequent taxable years.
+Added: In addition, the Company’s TRS is subject to income tax at regular corporate rates.
+Added: 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 Code, and such other factors as our Board of Trustees deems relevant.
+Added: Our Board of Trustees declared a quarterly dividend of $0.16 and $0.15 per share for each of the four quarters in 2022 and 2021, respectively.
+Added: During the years ended December 31, 2022 and 2021, respectively, the Company declared distributions on common shares and OP units of $0.64 and $0.60 per share/unit in the aggregate.
The annual dividend amount may differ from dividends as calculated for federal income tax purposes.
Distributions to the extent of our current and accumulated earnings and profits for federal income tax purposes generally will be taxable to a shareholder as ordinary dividend income.
−Removed: However, the TCJA provides a deduction of up to 20% of a non-corporate taxpayer’s ordinary REIT dividends with such deduction scheduled to expire for taxable years beginning after December 31, 2025.
+Added: However, current law provides a deduction of 20% of a non-corporate taxpayer’s ordinary REIT dividends with such deduction scheduled to expire for taxable years beginning after December 31, 2025.
Distributions in excess of current and accumulated earnings and profits will be treated as a nontaxable reduction of the shareholder’s basis in such shareholder’s shares, to the extent thereof, and thereafter as taxable capital gains.
9 unchanged sentences
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.
−Removed: 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.
+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 five years commencing December 31, 2017 and ending December 31, 2022, 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.
11 unchanged sentences
Dow Jones US Real Estate Strip Centers (3.2) 100.0 85.4 108.6 74.5 107.2 96.8
−Removed: (1) Cumulative total return is for the six fiscal years commencing December 31, 2015 and ending December 31, 2021.
+Added: (1) Cumulative total return is for the five years commencing December 31, 2017 and ending December 31, 2022.
Operating Partnership
20 unchanged sentences
In March 2020, our Board of Trustees authorized a share repurchase program for up to $200 million of the Company’s common shares.
−Removed: 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 year ended December 31, 2021, no shares were repurchased.
+Added: During the years ended December 31, 2022 and 2021, no shares were repurchased.
+Added: As of December 31, 2022, the Company has repurchased 5.9 million common shares at a weighted average share price of $9.22, for a total of $54.1 million.
+Added: All share repurchases by the Company were completed between March and April of 2020.
+Added: There is approximately $145.9 million remaining for share repurchases under this program.
Equity Compensation Plan Information
2 unchanged sentences
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.