Acadia Realty Trust (AKR) risk factors, 2025 10-K

RISKS RELATED TO OUR BUSINESS, OUR PROPERTIES AND OUR TENANTS

1. 01There are risks relating to investments in real estate that could adversely affect our financial condition, cash flows, results of operations, and ability to satisfy our debt service obligations and make distributions to our shareholders
2. 02We rely on revenues derived from tenants, in particular our key tenants, and a decrease in those revenues could adversely affect our ability to make distributions to our shareholders
3. 03Anchor tenants and co-tenancy are crucial to the success of retail properties and vacated anchor space directly and indirectly affects our rental revenues
4. 04The bankruptcy of, or a downturn in the business of, any of our major tenants or a significant number of our smaller tenants may adversely affect our financial condition, cash flows, results of operations and property values
5. 05We may not be able to renew current leases or the terms of re-letting (including the cost of concessions to tenants) may be less favorable to us than current lease terms
6. 06Our business is significantly influenced by demand for retail space generally, and a decrease in such demand may have a greater adverse effect on our business than if we owned a more diversified real estate portfolio
7. 07E-commerce may cause a downturn in the business of our current tenants and affect future leases, which could adversely affect our financial condition
8. 08Many of our real estate costs are fixed, even if income from our properties decreases, which would cause a decrease in net income
9. 09Our ability to change our portfolio is limited because real estate investments are illiquid
10. 10We could be adversely affected by conditions in the markets where our properties are geographically concentrated
11. 11we may not be able to obtain or may experience delays in obtaining necessary zoning and land use approvals as well as building, occupancy and other required governmental permits and authorizations
12. 12At times, we may also be required to use unionized construction workers or to pay the prevailing wage in a jurisdiction to unionized workers, which could increase a project’s costs and the risk of a strike, thereby affecting construction timelines
13. 13Developments and acquisitions may fail to perform as expected, which could adversely affect our results of operations
14. 14Our investigation of a property or building prior to our acquisition, and any representations we may receive from the seller of such building or property, may fail to reveal various liabilities, which could reduce the cash flow from the property or increase our acquisition cost
15. 15We may not be able to recover our investments in marketable securities or other investments, which may result in significant losses to us
16. 16See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 8 for additional discussion regarding the shares held by the Company of Albertsons Companies, Inc. (“Albertsons”)
17. 17Our real estate assets may be subject to impairment charges
18. 18If a third-party vendor fails to provide agreed upon services, we may suffer losses

RISKS RELATED TO OUR LIQUIDITY AND INDEBTEDNESS

1. 19Although we have historically used moderate levels of leverage, we have incurred, and expect to continue to incur, indebtedness to support our activities. As of December 31, 2024, our outstanding indebtedness was $1,547.9 million, of which $405.4 million was variable-rate indebtedness
2. 20Our inability to raise capital or to carry out our growth strategy could adversely affect our financial condition, cash flows and results of operations
3. 21Our structured financing portfolio is subject to specific risks relating to the structure and terms of the instruments and the underlying collateral

RISKS RELATED TO LITIGATION, ENVIRONMENTAL MATTERS AND GOVERNMENTAL REGULATION

1. 22We are exposed to possible liability relating to environmental matters
2. 23Activities relating to properties in the vicinity of our properties
3. 24Uninsured losses or a loss in excess of insured limits could adversely affect our financial condition, cash flows and results of operations
4. 25We may from time to time be subject to litigation that could negatively impact our financial condition, cash flows, results of operations and the trading price of our Common Shares
5. 26Compliance with the Americans with Disabilities Act and fire, safety and other regulations may require us to make unplanned expenditures that could adversely affect our financial condition, cash flows and results of operations

RISKS RELATED TO OUR MANAGEMENT AND STRUCTURE

1. 27The loss of key management members could have an adverse effect on our business, financial condition, and results of operations
2. 28We have pursued and may in the future continue to pursue extensive growth opportunities, including investing in new markets, which may result in significant demands on our operational, administrative, and financial resources
3. 29Our Board may change our investment policy or objectives without shareholder approval
4. 30Concentration of ownership by certain investors may allow these investors to exert influence over the business and affairs of our Company
5. 31Restrictions on a potential change of control could prevent changes that would be beneficial to our shareholders
6. 32Certain provisions of Maryland law may limit the ability of a third party to acquire control of our Company
7. 33Our rights and shareholders’ rights to take action against trustees and officers are limited, which could limit recourse in the event of actions not in the best interests of shareholders
8. 34a final judgment based upon a finding of active and deliberate dishonesty by the trustee or officer that was material to the cause of action adjudicated
9. 35We operate through a partnership structure, which could have an adverse effect on our ability to manage our assets
10. 36Our joint venture investments carry additional risks not present in our direct investments
11. 37Additionally, our partners or co-venturers may engage in malfeasance in spite of our efforts to perform a high level of due diligence on them, which may jeopardize an investment and/or subject us to reputational risk. Such acts may or may not be covered by insurance
12. 38We are subject to risks and liabilities in connection with forming and attracting third-party investment in co-investment ventures, investing in new or existing co-investment ventures, and managing properties through co-investment ventures
13. 39disputes between us and our partners may result in litigation or arbitration that would increase our expenses and prevent our officers and directors from focusing their time and effort on our business and result in subjecting the properties owned by the applicable co-investment venture to additional risk

RISKS RELATED TO OUR REIT STATUS

1. 40There can be no assurance we have qualified or will remain qualified as a REIT for federal income tax purposes
2. 41Legislative or regulatory tax changes could have an adverse effect on our status as a REIT for Federal income tax purposes
3. 42We may be required to borrow funds or sell assets to satisfy the REIT distribution requirements
4. 43Dividends payable by REITs generally do not qualify for reduced tax rates
5. 44Complying with REIT requirements may cause us to forego otherwise attractive opportunities or liquidate otherwise attractive investments
6. 45We have limits on ownership of our shares of beneficial interest
7. 46Distribution requirements imposed by law limit our operating flexibility
8. 47The economic environment may cause us to lose tenants and may impair our ability to borrow money to purchase properties, refinance existing debt or finance our current development projects
9. 48Political and economic uncertainty could have an adverse effect on our business
10. 49Inflation may adversely affect our financial condition, cash flows and results of operations
11. 50Competition may adversely affect our ability to purchase properties and to attract and retain tenants
12. 51Changes in market conditions could have an adverse effect on our share price and our ability to access the public equity markets
13. 52general market and economic conditions
14. 53Outages, computer viruses and similar events could disrupt our operations
15. 54Increased IT security threats and more sophisticated computer crime could pose a risk to our systems, networks, and services
16. 55Use of social media may adversely impact our reputation and business
17. 56Climate change and natural disasters could adversely affect our properties and business
18. 57Economic disruptions arising from the above
19. 58Future terrorist attacks or civil unrest could harm the demand for, and the value of, our properties
20. 59Increased scrutiny by and changing expectations from investors, tenants, employees, and other stakeholders regarding our corporate responsibility practices and reporting could cause us to incur additional costs and adversely impact our reputation, tenant and employee acquisition and retention, and access to capital