Saul Centers (BFS) risk factors, FY2025 10-K

Other

1. 01Revenue from our properties may be negatively impacted if the operations of our retail tenants are not successful51% rewritten
2. 02We may be unable to collect balances due from tenants that file for bankruptcy protection
3. 03Our ability to increase our net income depends on the success and continued presence of our shopping center “anchor” tenants and other significant tenants39% rewritten
4. 04We may experience difficulty or delay in renewing leases or leasing vacant space
5. 05Our development activities are inherently risky
6. 06Redevelopments and acquisitions may fail to perform as expected31% rewritten
7. 07Our performance and value are subject to general risks associated with the real estate industry
8. 08Geographic concentration of our portfolio may make us particularly susceptible to adverse economic developments in the real estate markets of those areas67% rewritten
9. 09Our results of operations may be negatively affected by adverse trends in the retail, office and residential real estate sectors
10. 10The short-term nature of apartment leases exposes us more quickly to the effects of declining market rents, potentially making our results of operations and cash flows more volatile57% rewritten
11. 11Many real estate costs are fixed, even if income from our properties decreases
12. 12Competition may limit our ability to purchase new properties and generate sufficient income from tenants
13. 13The continued shift in retail sales towards e-commerce may adversely affect our financial condition, cash flows, and results of operations23% rewritten
14. 14AI presents risks and challenges that could adversely affect our business, results of operations and reputationsNew
15. 15Cybersecurity risks and cyber incidents could adversely affect our business, disrupt operations and expose us to liabilities to tenants, employees, capital providers and other third parties
16. 16We may be unable to sell properties when appropriate because real estate investments are illiquid
17. 17Our real estate assets may become impairedNew
18. 18Influence of Officers, Directors and Significant Stockholders
19. 19Exclusivity and Right of First Refusal Agreements
20. 20Conflicts Based on Individual Tax Considerations
21. 21Ability to Block Certain Actions
22. 22As of December 31, 2025, we had approximately $1.63 billion of debt outstanding, approximately $1.44 billion of which was fixed-rate debt and approximately $189.0 million of which was variable-rate debt outstanding under our New Credit Facility
23. 23We are obligated to comply with financial and other covenants in our debt that could restrict our operating activities, and the failure to comply could result in defaults that accelerate the payment under our debt21% rewritten
24. 24Our ability to meet some of the covenants in our debt, including covenants related to the condition of the property or payment of real estate taxes, may be dependent on the performance by our tenants under their leases
25. 25The market value of our debt and equity securities is subject to various factors that may cause significant fluctuations or volatility
26. 26Our ability to grow will be limited if we cannot obtain additional capital
27. 27Environmental laws and regulations could reduce the value or profitability of our properties
28. 28The Americans with Disabilities Act of 1990 (the “ADA”) or similar current or future legislation could require us to take remedial steps with respect to our properties
29. 29The revenue generated by our tenants could be negatively affected by various federal, state and local laws to which they are subject46% rewritten
30. 30We could be subject to legal or regulatory proceedings that may adversely affect our financial condition and results of operations38% rewritten
31. 31Failure to qualify as a REIT for federal income tax purposes would cause us to be taxed as a corporation, which would substantially reduce funds available for payment of distributions
32. 32We may be required to incur additional debt to qualify as a REIT
33. 33Legislative, administrative, regulatory or other actions affecting REITs, including positions taken by the IRS, could have a material adverse effect on us and our investors
34. 34To maintain our status as a REIT, we limit the amount of shares any one stockholder can own
35. 35Financial and economic conditions may have an adverse impact on us, our tenants’ businesses and our results of operations52% rewritten
36. 36The outbreak or pandemic of any highly infectious or contagious diseases or other public emergencies, could have a material adverse effect on or disrupt our business and financial condition, results of operations, cash flows and the market value and trading price of our securities46% rewritten
37. 37Insurance coverage on our properties may be inadequate
38. 38Natural disasters and climate change could have a material adverse effect on our cash flows and operating results39% rewritten
39. 39We cannot assure you we will continue to pay dividends at historical rates
40. 40Certain tax and anti-takeover provisions of our articles of incorporation and bylaws may inhibit a change of our control
41. 41We may amend or revise our business policies without shareholder approval