Executive Summary

Q4 2024 delivered modest sequential improvement in operating NOI and narrowing losses as SRG advanced the Plan of Sale, closed $50.8M of asset sales, and later signed/negotiated additional transactions; quarterly NOI-cash basis at share improved to $3.5M from $(0.9)M in Q3 .
Liquidity strengthened with $97.7M cash at 12/31/24 (incl. $12.5M restricted) and $107.0M by 3/28/25; term loan balance reduced to $240.0M and the company secured an extension right to July 31, 2026 (from July 31, 2025), lowering refinancing risk .
Portfolio execution: multi-tenant retail occupancy at 66.1% with ABR PSF of $26.54; Premier mixed-use leasing continued, with 288.1k sf total diversified leases and ABR of $16.77M at share as of 12/31/24 .
Leadership change and litigation are watch items: CEO transition effective April 11, 2025 (Adam Metz to Interim CEO) and ongoing securities/derivative actions; management reiterated market headwinds and potential downward pricing pressure on proceeds/distributions .

What Went Well and What Went Wrong

What Went Well
- Executed Plan of Sale milestones: $50.8M gross proceeds in Q4 from three vacant assets sold at $92.87 PSF (eliminating $1.2M of carry) and $11.0M from monetizing two JV interests; post-quarter, sold an income-producing asset for $29.9M at a 7.7% cap rate .
- Balance sheet de-risking: year-to-date principal repayments totaled $120.0M, reducing the term loan to $240.0M and securing an extension right to July 31, 2026; cash was $97.7M at 12/31/24 and $107.0M at 3/28/25 .
- Management execution narrative: “we anticipate that a majority of our assets … will be in the market in 2025… we have made significant progress towards the completion of our Plan of Sale,” Andrea Olshan (CEO) .
What Went Wrong
- Earnings still negative and impacted by portfolio rationalization: Q4 net loss attributable to common shareholders of $(12.6)M and EPS of $(0.22); FY24 net loss of $(158.4)M or $(2.82) per share .
- Persistent macro headwinds and buyer/financing constraints continue to pressure asset pricing and the timing of distributions; management explicitly cautioned proceeds could be impacted if challenging conditions persist .
- Legal overhang: one securities class action (filed July 1, 2024) and two derivative suits filed in January 2025; company intends to “vigorously defend” .

Financial Results

Quarterly progression (oldest → newest)

Metric	Q2 2024	Q3 2024	Q4 2024
Revenue ($USD Millions)	$4.216	$3.251	$4.382*
Net Income (Loss) to Common ($USD Millions)	$(102.452)	$(23.198)	$(12.576)
Diluted EPS ($)	$(1.82)	$(0.41)	$(0.22)
NOI-cash basis at share ($USD Millions)	$(0.137)	$(0.934)	$3.522

YoY snapshot (Q4 2023 → Q4 2024)

Metric	Q4 2023	Q4 2024
Net Income (Loss) to Common ($USD Millions)	$4.739	$(12.576)
Diluted EPS ($)	$0.08	$(0.22)
NOI-cash basis at share ($USD Millions)	$1.381	$3.522

Segment/leasing snapshot (as of 12/31/24)

Segment	Leases (#)	Leased GLA (000s sf)	% of Leasable GLA	ABR ($000s)	ABR PSF ($)
Multi-Tenant Retail – In-place	10	335.2	66.1%	$8,895.0	$26.54
Multi-Tenant Retail – In negotiation	1	141.1	27.9%	$663.4	$4.70
Multi-Tenant Retail – Total	11	476.3	94.0%	$9,558.4	$20.07
Premier – In-place retail	41	134.5	26.4%	$9,614.6	$71.48
Premier – In-place office	4	108.0	28.0%	$6,936.9	$63.35
Premier – SNO retail (Dec 31)	11	45.6	8.3%	$3,577.0	$78.44
Premier – Total diversified	56	288.1	63.7%	$16,769.6	$58.21

Portfolio and balance sheet KPIs

KPI	Q2 2024	Q3 2024	Q4 2024
Cash on hand ($USD Millions)	$100.5 (incl. $13.8 restricted)	$98.2 (incl. $12.6 restricted)	$97.7 (incl. $12.5 restricted); $107.0 at 3/28/25
Term Loan Facility Balance ($USD Millions)	$280.0	$280.0	$240.0; extension right to 7/31/2026
Properties (interests)	22 properties; 2.8M sf; 352 acres	21 properties; 2.7M sf; 342 acres	17 properties; 1.7M sf; 274 acres

Q4 2024 dispositions (at share)

City	State	Full/Partial	SF (000s)	Quarter Sold
Doral	FL	Full Site	195.6	Q4
Ft. Meyer	FL	Full Site	146.8	Q4
Plantation	FL	Full Site	204.0	Q4
Frisco	TX	Full Site	87.5	Q4
Nanuet	NY	Full Site	110.7	Q4

Notes: Values with an asterisk (*) are retrieved from S&P Global and are provided without a document citation. Values retrieved from S&P Global.

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Formal financial guidance (revenue, EPS, margins)	FY/Quarter	None provided	None provided	Maintained: no formal guidance
Term Loan Maturity	Prior vs. Current	Maturity 7/31/2025 (Q3 updates focused on extension/refi options)	Extension right secured to 7/31/2026	Extended (reduced refi risk)
Plan of Sale Projections	2025+	Asset-specific ranges evolving (Q2/Q3 lists)	Updated ranges and specific asset PSA/under contract commentary incl. ~$70M PSA negotiation	Updated sales pipeline detail

Management reiterates the Plan of Sale, with timing/proceeds subject to market conditions (buyer universe, financing cost/availability) and cautions on potential downward pressure on proceeds/distributions if conditions persist .

Earnings Call Themes & Trends

No Q4 2024 earnings call transcript was available; themes tracked from company releases.

Topic	Previous Mentions (Q2 2024, Q3 2024)	Current Period (Q4 2024)	Trend
Plan of Sale execution	Q2: Pipeline >$150M gross; continued asset sales; focus on strategic alternatives . Q3: Additional sales/PSAs and monetization of JV interests .	Q4: $50.8M gross from 3 vacant assets; $11.0M from 2 JV interests; negotiating ~$70M PSA; majority of assets expected to be in market in 2025 .	Execution maintained; pipeline progressing toward 2025 monetization window.
Debt reduction/refinancing	Q2: $50M paydown to $280M; evaluating extension/refi options . Q3: Near-term priority on July 2025 maturity; options in parallel .	FY: $120M principal repayments in 2024; balance $240M; extension right to 7/31/2026 secured .	De-risked profile; maturity optionality improved.
Leasing (Aventura/premier)	Q2: Aventura 73.1% leased; impairment driven by discount/cap rate changes . Q3: 78.7% leased; continued progress .	Q4: Premier total diversified leases 288.1k sf; Aventura 78.7% leased, 21.3% available with ~8% in negotiation .	Stable-to-improving lease-up metrics.
Non-GAAP focus (NOI)	Q2: NOI-cash basis at share $(0.137)M; definition provided . Q3: NOI-cash basis at share $(0.934)M; continued use .	Q4: NOI-cash basis at share $3.522M; company reiterates non-GAAP definitions/limits .	Sequential improvement; continued reliance on NOI framing.
Market/macro	Q2/Q3: Market conditions pressuring pricing/timing .	Q4: Continued caution on downward pricing pressure and timing of distributions .	Headwinds persist.
Litigation	Q2: Securities class action (filed July 2024) . Q3: Continued defense .	Q4: Additional derivative actions (Jan 2025); intent to defend .	Legal overhang increased.
Leadership	Q2/Q3: No change.	Q4/post: CEO transition announced; Interim CEO Adam Metz from April 11, 2025 .	Organizational transition aligned with shrinking asset base.

Management Commentary

“We anticipate that a majority of our assets … will be in the market in 2025… although we have had fewer closings this quarter than previous ones, we have made significant progress towards the completion of our Plan of Sale.” – Andrea Olshan, CEO & President .
“During the year… made $120.0 million in principal repayments… reducing the balance… to $240.0 million… secured an extension right… to July 31, 2026.” .
Market caution: “challenging market conditions… applied downward pricing pressure… if these… persist, then we expect that they will impact the Plan of Sale proceeds… and the amounts and timing of distributions.” .
CEO transition: “Board… and Andrea L. Olshan have agreed [she] will step down… Board appointed… Adam Metz as Interim CEO… based on the pace of the Plan of Sale and other factors.” .

Q&A Highlights

No Q4 2024 earnings call transcript was available; no Q&A disclosures to summarize [ListDocuments returned no transcripts for the period].

Estimates Context

Wall Street consensus (S&P Global) for quarterly EPS and revenue was not available; SRG appears to have limited or no formal quarterly sell-side estimate coverage for Q4 2024. As a result, we cannot assess beats/misses vs. consensus for the quarter [GetEstimates returned no consensus series].

Key Non-GAAP Considerations

NOI-cash basis and NOI-cash basis at share exclude variable and non-cash items (e.g., termination fees, straight-line rent, amortization of lease intangibles) and include proportionate JV share; these are supplemental and not alternatives to GAAP net income or cash flow .

Why Results Moved

Sequential improvement in NOI at share (Q4: $3.522M vs. Q3: $(0.934)M) reflects asset sales of non-income-producing properties, leasing progress (particularly at premier assets), and lower carry costs; management highlighted sale proceeds and monetizations executed and in pipeline .
Full-year losses driven by impairments (Aventura in Q2) and portfolio simplification; Q2 impairment of ~$85.8M tied to discount and cap rate assumptions during tenant renegotiations materially pressured YTD results .
Balance sheet progress (principal repayments and extension right) reduces near-term refinancing risk and interest burden, supporting carrying the remaining portfolio through sales execution .

Estimates and Prior Quarter Context (for Trend)

Q2 2024: Revenue $4.216M; NI $(102.5)M; EPS $(1.82); NOI at share $(0.137)M; impairment on Aventura was the key driver of losses .
Q3 2024: Revenue $3.251M; NI $(23.2)M; EPS $(0.41); NOI at share $(0.934)M; continued sales and PSAs; near-term focus on July 2025 loan maturity .
Q4 2024: Revenue $4.382M*; NI $(12.576)M; EPS $(0.22); NOI at share $3.522M; sales and JV monetizations with a larger 2025 marketing push expected .
Notes: Values with an asterisk (*) are retrieved from S&P Global and are provided without a document citation. Values retrieved from S&P Global.

Key Takeaways for Investors

Liquidity/runway improved: cash >$97M at year-end and an extension right to 2026 materially de-risk the July 2025 maturity; this provides time to optimize sale timing/pricing in a challenging market .
2025 is the pivotal monetization year: management expects a majority of assets to be marketed in 2025, with at least one premier asset (~$70M) under negotiation and additional assets under contract, framing near-term catalysts from closings .
Sequential operating improvement: Q4 NOI at share turned positive and improved materially versus Q3, aided by asset sales and leasing; continued execution could support further carry reduction while enhancing proceeds potential .
Macro and litigation overhangs: management warns ongoing pricing pressure; securities and derivative actions add uncertainty and potential costs; investors should discount timelines/proceeds accordingly .
Leadership transition aligns with shrinking footprint: Interim CEO Adam Metz appointed as the Plan of Sale enters end-game; governance stability and execution credibility will be scrutinized .
Trading lens: Near-term price action likely keyed to transaction announcements (especially the ~$70M premier asset PSA), additional loan paydowns, and evidence of pricing resilience versus management’s listed ranges .

Seritage Growth Properties (SRG)·Q4 2024 Earnings Summary