10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the fiscal year ended October 31, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File No. 1-12803

URSTADT BIDDLE PROPERTIES INC.

(Exact name of registrant as specified in its charter)

Maryland	04-2458042
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

321 Railroad Avenue, Greenwich, CT	06830
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (203) 863-8200

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $.01 per share	UBP	New York Stock Exchange
Class A Common Stock, par value $.01 per share	UBA	New York Stock Exchange
6.25% Series H Cumulative Preferred Stock	UBPPRH	New York Stock Exchange
5.875% Series K Cumulative Preferred Stock	UBPPRK	New York Stock Exchange
Common Stock Rights to Purchase Preferred Shares	N/A	New York Stock Exchange
Class A Common Stock Rights to Purchase Preferred Shares	N/A	New York Stock Exchange

Securities registered pursuant to Section 12 (g) of the Act:  None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☐ No ☒

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15 (d) of the Act.

Yes ☐ No ☒

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company.  See definition of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer ☐	Accelerated filer ☒
Non-accelerated filer ☐	Smaller reporting company ☐
	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes  ☐ No ☒

The aggregate market value of the voting common stock held by non-affiliates of the Registrant as of April 30, 2020 (price at which the common equity was last sold as of the last business day of the Registrant's most recently completed second fiscal quarter): Common Shares, par value $.01 per share, $25,177,380; Class A Common Shares, par value $.01 per share, $430,431,595.

Indicate the number of shares outstanding of each of the Registrant's classes of Common Stock and Class A Common Stock, as of January 8, 2021 (latest date practicable): 10,179,502 Common Shares, par value $.01 per share, and 30,122,105 Class A Common Shares, par value $.01 per share.

DOCUMENTS INCORPORATED BY REFERENCE

Proxy Statement for Annual Meeting of Stockholders to be held on March 17, 2021 (certain parts as indicated herein) (Part III).

TABLE OF CONTENTS

Item No.		Page No.
	PART I
1.	Business	1
1A.	Risk Factors	3
1B.	Unresolved Staff Comments	8
2.	Properties	9
3.	Legal Proceedings	11
4.	Mine Safety Disclosures	11
	PART II
5.	Market for the Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities	12
6.	Selected Financial Data	13
7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	14
7A.	Quantitative and Qualitative Disclosures about Market Risk	23
8.	Financial Statements and Supplementary Data	24
9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	24
9A.	Controls and Procedures	24
9B.	Other Information	27
	PART III
10.	Directors, Executive Officers and Corporate Governance	28
11.	Executive Compensation	28
12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	28
13.	Certain Relationships and Related Transactions and Director Independence	28
14.	Principal Accounting Fees and Services	28
	PART IV
15.	Exhibits and Financial Statement Schedules	29
16	Form 10-K Summary	57
	Signatures	58

PART I

Special Note Regarding Forward-Looking Statements

This Annual Report on Form 10-K of Urstadt Biddle Properties Inc. (the "Company") contains certain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act.  Such statements can generally be identified by such words as “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “seek,” “should”, “will” or variations of such words or other similar expressions and the negatives of such words.  All statements included in this report that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, including such matters as future capital expenditures, dividends and acquisitions (including the amount and nature thereof), business strategies, expansion and growth of our operations and other such matters, are forward-looking statements.  These statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate.  Such statements are inherently subject to risks, uncertainties and other factors, many of which cannot be predicted with accuracy and some of which might not even be anticipated.  Future events and actual results, performance or achievements, financial and otherwise, may differ materially from the results, performance or achievements expressed or implied by the forward-looking statements.  We caution not to place undue reliance upon any forward-looking statements, which speak only as of the date made. We do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which any such statement is based.

Important factors that we think could cause our actual results to differ materially from expected results are summarized below. One of the most significant factors, however, is the ongoing impact of the current outbreak of the novel coronavirus ("COVID-19"), on the U.S., regional and global economies, the U.S. retail market and the broader financial markets. The current outbreak of COVID-19 has also impacted, and is likely to continue to impact, directly or indirectly, many of the other important factors listed below.

New factors emerge from time to time, and it is not possible for us to predict which factors will arise. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. In particular, it is difficult to fully assess the impact of COVID-19 at this time due to, among other factors, uncertainty regarding the severity and duration of the outbreak domestically and internationally, uncertainty regarding the effectiveness of federal, state and local governments’ efforts to contain the spread of COVID-19 and respond to its direct and indirect impact on the U.S. economy and economic activity, and the uncertainty regarding the efficacy and timing of vaccines and other medical responses to the pandemic.

Important factors, among others, that may affect our actual results include:

• negative impacts from the continued spread of COVID-19, including on the U.S. or global economy or on our business, financial position or results of operations;

• economic and other market conditions, including real estate and market conditions, that could impact us, our properties or the financial stability of our tenants;

• consumer spending and confidence trends, as well as our ability to anticipate changes in consumer buying practices and the space needs of tenants;

• our relationships with our tenants and their financial condition and liquidity;

• any difficulties in renewing leases, filling vacancies or negotiating improved lease terms;

• the inability of our properties to generate increased, or even sufficient, revenues to offset expenses, including amounts we are required to pay to municipalities for real estate taxes, payments for common area maintenance expenses at our properties and salaries for our management team and other employees;

• the market value of our assets and the supply of, and demand for, retail real estate in which we invest;

• risks of real estate acquisitions and dispositions, including our ability to identify and acquire retail real estate that meet our investment standards in our markets, as well as the potential failure of transactions to close;

• risks of operating properties through joint ventures that we do not fully control;

• financing risks, such as the inability to obtain debt or equity financing on favorable terms or the inability to comply with various financial covenants included in our Unsecured Revolving Credit Facility (the "Facility") or other debt instruments we currently have or may subsequently obtain, as well as the level and volatility of interest rates, which could impact the market price of our common stock and the cost of our borrowings;

• environmental risk and regulatory requirements;

• risks related to our status as a real estate investment trust, including the application of complex federal income tax regulations that are subject to change;

• legislative and regulatory changes generally that may impact us or our tenants;

• as well as other risks identified in this Annual Report on Form 10-K under Item 1A. Risk Factors and in the other reports filed by the Company with the Securities and Exchange Commission (the “SEC”).

Item 1.  Business.

Organization

We are a real estate investment trust, organized as a Maryland corporation, engaged in the acquisition, ownership and management of commercial real estate. We were organized as an unincorporated business trust (the “Trust”) under the laws of the Commonwealth of Massachusetts on July 7, 1969. In 1997, the shareholders of the Trust approved a plan of reorganization of the Trust from a Massachusetts business trust to a Maryland corporation.  As a result of the plan of reorganization, the Trust was merged with and into the Company, the separate existence of the Trust ceased, the Company was the surviving entity in the merger and each issued and outstanding common share of beneficial interest of the Trust was converted into one share of Common Stock, par value $.01 per share, of the Company.

Tax Status – Qualification as a Real Estate Investment Trust

We elected to be taxed as a real estate investment trust (“REIT”) under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the “Code”), beginning with our taxable year ended October 31, 1970.  Pursuant to such provisions of the Code, a REIT that distributes at least 90% of its real estate investment trust taxable income to its shareholders each year and meets certain other conditions regarding the nature of its income and assets will not be taxed on that portion of its taxable income that is distributed to its shareholders.  Although we believe that we qualify as a real estate investment trust for federal income tax purposes, no assurance can be given that we will continue to qualify as a REIT.

Description of Business

Our business is the ownership of real estate investments, which consist principally of investments in income-producing properties, with primary emphasis on neighborhood and community shopping centers in the metropolitan New York tri-state area outside of the City of New York.  We believe that our geographic focus allows us to take advantage of the strong demographic profiles of the areas that surround the City of New York and the natural barriers to entry that such density and limitations on developable land provide.  We also believe that our ability to directly operate and manage all of our properties within the tri-state area reduces overhead costs and affords us efficiencies that a more dispersed portfolio would make difficult.

At October 31, 2020, the Company owned or had equity interests in 81 properties comprised of neighborhood and community shopping centers, office buildings, single tenant retail or restaurant properties and office/retail mixed use properties located in four states, containing a total of 5.3 million square feet of gross leasable area (“GLA”).  We seek to identify desirable properties, typically neighborhood and community shopping centers, for acquisition, which we acquire in the normal course of business.  In addition, we regularly review our portfolio and, from time to time, may sell certain of our properties.  For a description of the Company's properties and information about the carrying amount of the properties at October 31, 2020 and encumbrances, see Item 2. Properties and Schedule III located in Item 15.

We actively manage and supervise the operations and leasing of all of our properties. We also derive income from the management of 6 properties owned by third parties and in which we have no equity interest.

In addition to our business of owning and managing real estate, we are also involved in the beer, wine and spirits retail business, through our ownership of five subsidiary corporations formed as taxable REIT subsidiaries.  Each subsidiary corporation owns and operates a beer, wine and spirits retail store at one of our shopping centers.  To manage our operations, we have engaged an experienced third-party, retail beer, wine and spirits manager, which also owns many stores of its own.  Each of these stores occupies space at one of our shopping centers, fulfilling a strategic need for a beer, wine and spirits business at such shopping center.  These five stores are not currently providing material earnings in excess of what the Company would have earned from leasing the space to unrelated tenants at market rents.  However, these businesses are continuing to mature, and net sales and earnings may eventually become material to our financial position and net income.  Nevertheless, our primary business remains the ownership and management of real estate, and we expect that the beer, wine and spirts business will remain an ancillary aspect of our business model.  However, if the right opportunity presents itself, we may open additional beer, wine and spirits stores at other shopping centers if we determine that any such store would be a strategic fit for our overall business and the investment return analysis supports such a determination.

We derive other ancillary income from property related sources such as solar array installations and electrical vehicle charging stations.

Impact of COVID-19

In March 2020, the World Health Organization declared the outbreak of COVID-19 a global pandemic.  The COVID-19 pandemic has caused, and could continue to cause, significant disruptions to the U.S. and global economy, as well as significant volatility and negative pressure in the financial markets.  During the early days of the pandemic, the tri-state area surrounding New York City was particularly hard hit.  As a result, like many U.S. states and cities, the tri-state area composed of Connecticut, New York and New Jersey imposed rules and regulations intended to control the spread of COVID-19, such as instituting “shelter-in-place” and “social distancing” orders, which forced many businesses, including some of our tenants, to temporarily close, reduce their hours or significantly limit service for several months or more.  Since early summer, many (but not all) of these restrictions have been gradually lifted as the COVID-19 situation in the tri-state area has significantly improved, with most businesses now permitted to open at reduced capacity and under other limitations intended to control the spread of COVID-19.  The situation, however, has been evolving as we head deeper into the winter months.  See “Item 1A. Risk Factors” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” for additional information.

Growth Strategy

We have a conservative capital structure, which includes permanent equity sources of Common Stock, Class A Common Stock and two series of perpetual preferred stock, which are only redeemable at our option.  In addition, we have mortgage debt secured by some of our properties.  We do not have any secured debt maturing until January of 2022.  Key elements of our growth strategies and operating policies are to:

● maintain our focus on community and neighborhood shopping centers, anchored principally by regional supermarkets, pharmacy chains or wholesale clubs, which we believe can provide a more stable revenue flow even during difficult economic times because of the focus on food and other types of staple goods;

● acquire quality neighborhood and community shopping centers in the northeastern part of the United States with a concentration on properties in the metropolitan tri-state area outside of the City of New York, and unlock further value in these properties with selective enhancements to both the property and tenant mix, as well as improvements to management and leasing fundamentals, with hopes to grow our assets through acquisitions subject to the availability of acquisitions that meet our investment parameters;

● selectively dispose of underperforming properties and re-deploy the proceeds into potentially higher performing properties that meet our acquisition criteria;

● invest in our properties for the long-term through regular maintenance, periodic renovations and capital improvements, enhancing their attractiveness to tenants and customers (e.g. curbside pick-up), as well as increasing their value;

● leverage opportunities to increase GLA at existing properties, through development of pad sites and reconfiguring of existing square footage, to meet the needs of existing or new tenants;

● proactively manage our leasing strategy by aggressively marketing available GLA, renewing existing leases with strong tenants, anticipating tenant weakness when necessary by pre-leasing their spaces and replacing below-market-rent leases with increased market rents, with an eye towards securing leases that include regular or fixed contractual increases to minimum rents;

● improve and refine the quality of our tenant mix at our shopping centers;

● maintain strong working relationships with our tenants, particularly our anchor tenants;

● maintain a conservative capital structure with low leverage levels, ample liquidity and diverse sources of capital; and

● control property operating and administrative costs.

Renovations, Expansions and Improvements

We invest in properties where cost effective renovation and expansion programs, combined with effective leasing and operating strategies, can improve the properties’ values and economic returns.  Retail properties are typically adaptable for varied tenant layouts and can be reconfigured to accommodate new tenants or the changing space needs of existing tenants.  We also seek to leverage existing shopping center assets through pad site development.  In determining whether to proceed with a renovation, expansion or pad, we consider both the cost of such expansion or renovation and the increase in rent attributable to such expansion or renovation.  We believe that certain of our properties provide opportunities for future renovation and expansion.  We generally do not engage in ground-up development projects.

Environmental Initiatives

We also seek to improve our properties in ways that provide additional ancillary revenue or value, while benefiting the environment and communities in which we have a presence.  For example, we have a robust alternative energy program, pursuant to which we have placed a number of solar panel installations on the roofs of our shopping centers and are working on additional installations.  We have also installed electric vehicle charging stations at a number of our properties, which we believe will not only benefit the environment but enhance customer experience at our shopping centers.  Other initiatives include converting incandescent and florescent lighting to LED at various properties and upgrading parking lot lighting systems to operate more efficiently.  While we are committed to environmental responsibility, we also believe that these initiatives need to be financially feasible and beneficial to the Company, which may require that these projects be completed over a period of time.  The Company will continue to seek financially responsible opportunities to reduce our carbon footprint and lower our energy usage, while improving the value of our properties.

Acquisitions and Dispositions

When evaluating potential acquisitions, we consider such factors as (i) economic, demographic, and regulatory conditions in the property’s local and regional market; (ii) the location, construction quality, and design of the property; (iii) the current and projected cash flow of the property and the potential to increase cash flow; (iv) the potential for capital appreciation of the property; (v) the terms of tenant leases, including the relationship between the property’s current rents and market rents and the ability to increase rents upon lease rollover; (vi) the occupancy and demand by tenants for properties of a similar type in the market area; (vii) the potential to complete a strategic renovation, expansion or re-tenanting of the property; (viii) the property’s current expense structure and the potential to increase operating margins; (ix) competition from comparable properties in the market area; and (x) vulnerability of the property's tenants to competition from e-commerce.

We may, from time to time, enter into arrangements for the acquisition of properties with property owners through the issuance of non-managing member units or partnership units in joint venture entities that we control, which we refer to as our DownREIT entities. The limited partners and non-managing members of each of these joint ventures are entitled to receive annual or quarterly cash distributions payable from available cash of the joint venture.  The limited partners and non-managing members of these joint ventures have the right to require the Company to repurchase or redeem all or a portion of their limited partner or non-managing member interests for cash or Class A Common Stock of the Company, at our election, at prices and on terms set forth in the partnership or operating agreements.  We also have the right to redeem all or a portion of the limited partner and non-managing member interests for cash or Class A Common Stock of the Company, at our election, under certain circumstances, at prices and on terms set forth in the partnership or operating agreements.   We believe that this acquisition method may permit us to acquire properties from property owners wishing to enter into tax-deferred transactions.

From time to time, we selectively dispose of underperforming properties and re-deploy the proceeds into potentially higher performing properties that meet our acquisition criteria.

1

Leasing Results

At October 31, 2020, our properties collectively had 987 leases with tenants providing a wide range of products and services.  Tenants include regional supermarkets, national and regional discount stores, other local retailers and office tenants.  In addition, at our Yorktown, NY property, we have developed a portion of below grade space to a storage facility which currently has 557 storage tenants.  At October 31, 2020, the 75 consolidated properties were 90.4% leased and 88.5% occupied (see Results of Operations discussion in Item 7).  At October 31, 2020, we had equity investments in six properties which we do not consolidate; those properties were 91.1% leased.  We believe the properties are adequately covered by property and liability insurance.

A substantial portion of our operating lease income is derived from tenants under leases with terms greater than one year.  Most of the leases provide for the payment of monthly fixed base rentals and for the payment by the tenant of a pro-rata share of the real estate taxes, insurance, utilities and common area maintenance expenses incurred in operating the properties.

For the fiscal year ended October 31, 2020, no single tenant comprised more than 8.2% of the total annual base rents of our properties. The following table sets forth a schedule of our ten largest tenants by percent of total annual base rent of our properties to total annual base rent for the year ended October 31, 2020.

Tenant	Number of Stores		% of Total Annual Base Rent of Properties
Stop & Shop		8		8.2	%
CVS		10		4.7	%
The TJX Companies		6		3.4	%
Bed Bath & Beyond		3		2.8	%
Acme		4		2.6	%
ShopRite		3		2.0	%
BJ's		3		1.6	%
Staples		3		1.4	%
Kings Supermarkets		2		1.2	%
Walgreens		4		1.1	%
		46		29.0	%

See Item 2. Properties for a complete list of the Company’s properties.

The Company’s single largest real estate investment is its 100% ownership of the general and limited partnership interests in the Ridgeway Shopping Center (“Ridgeway”).

Ridgeway is located in Stamford, Connecticut and was developed in the 1950s and redeveloped in the mid-1990s. The property contains approximately 374,000 square feet of GLA.  It is the dominant grocery-anchored center and the largest non-mall shopping center located in the City of Stamford, Fairfield County, Connecticut. For the year ended October 31, 2020, Ridgeway revenues represented approximately 11.2% of the Company’s total revenues and its assets represented approximately 6.4% of the Company’s total assets at October 31, 2020. As of October 31, 2020, Ridgeway was 92% leased. The property’s largest tenants (by base rent) are:  The Stop & Shop Supermarket Company (20%), Bed, Bath & Beyond (14%) and Marshall’s Inc., a division of the TJX Companies (10%).  No other tenant accounts for more than 10% of Ridgeway’s annual base rents.

The following table sets forth a schedule of the annual lease expirations for retail leases at Ridgeway as of October 31, 2020 for each of the next ten years and thereafter (assuming that no tenants exercise renewal or cancellation options and that there are no tenant bankruptcies or other tenant defaults):

Year of Expiration	Number of Leases Expiring		Square Footage of Expiring Leases		Minimum Base Rentals		Percentage of Total Annual Base Rent that is Represented by the Expiring Leases
2021		6		51,087	$	1,107,000		9.9	%
2022		5		95,112		3,156,000		28.2	%
2023		9		83,159		2,858,000		25.5	%
2024		2		9,000		210,000		1.9	%
2025		3		61,832		1,790,000		16.0	%
2026		3		10,282		390,000		3.5	%
2027		3		6,341		214,000		1.9	%
2028		3		38,060		1,315,000		11.7	%
2029		2		4,000		89,000		0.8	%
2030		1		2,347		68,000		0.6	%
Thereafter		-		-		-		-
Total		37		361,220	$	11,197,000		100	%

For further financial information about our only reportable operating segment, Ridgeway, see note 1 of our financial statements in Item 8 included in this Annual Report on Form 10-K.

Financing Strategy

We intend to continue to finance acquisitions and property improvements and/or expansions with the most advantageous sources of capital which we believe are available to us at the time, and which may include the sale of common or preferred equity through public offerings or private placements, the incurrence of additional indebtedness through secured or unsecured borrowings, investments in real estate joint ventures and the reinvestment of proceeds from the disposition of assets.  Our financing strategy is to maintain a strong and flexible financial position by (i) maintaining a prudent level of leverage, and (ii) minimizing our exposure to interest rate risk represented by floating rate debt.

Compliance with Governmental Regulations

We, like others in the commercial real estate industry, are subject to numerous federal, state and local laws and regulations, including environmental laws and regulations.  We may be liable for the costs of removal or remediation of certain hazardous or toxic substances at, on, in or under our properties, as well as certain other potential costs relating to hazardous or toxic substances (including government fines and penalties and damages for injuries to persons and adjacent property).  These laws may impose liability without regard to whether we knew of, or were responsible for, the presence or disposal of those substances.  This liability may be imposed on us in connection with the activities of an operator of, or tenant at, the property.  The cost of any required remediation, removal, fines or personal or property damages and our liability therefore could exceed the value of the property and/or our aggregate assets.  In addition, the presence of those substances, or the failure to properly dispose of or remove those substances, may adversely affect our ability to sell or rent that property or to borrow using that property as collateral, which, in turn, would reduce our revenues and ability to make distributions.

Our existing properties, as well as properties we may acquire, as commercial facilities, are required to comply with Title III of the Americans with Disabilities Act of 1990.  The requirements of this Act, or of other federal, state or local laws or regulations, also may change in the future and restrict further renovations of our properties with respect to access for disabled persons. Future compliance with the Americans with Disabilities Act of 1990 and similar regulations may require expensive changes to the properties.

Competition

The real estate investment business is highly competitive. We compete for real estate investments with investors of all types, including domestic and foreign corporations, financial institutions, other real estate investment trusts, real estate funds, individuals and privately owned companies.  In addition, our properties are subject to local competition from the surrounding areas.  Our shopping centers compete for tenants with other regional, community or neighborhood shopping centers in the respective areas where our retail properties are located.  In addition, the retail industry is seeing greater competition from internet retailers who may not need to establish “brick and mortar” retail locations for their businesses. This may reduce the demand for traditional retail space in shopping centers like ours and other grocery-anchored shopping center properties.  Our few office buildings compete for tenants principally with office buildings throughout the respective areas in which they are located.  Leasing decisions are generally determined by prospective tenants on the basis of, among other things, rental rates, location, and the physical quality of the property and availability of space.

Human Capital

We believe that our employees are one of our greatest resources.  In order to attract and retain high performing individuals, we are committed to partnering with our employees to provide opportunities for their professional development and promote their well-being.  To that end, we have undertaken various initiatives, including the following:

• providing department-specific training, access to online training seminars and opportunities to participate in industry conferences, as well as “Urstadtversity,” a company-wide training program that educates employees about various aspects of the real estate business through a regular speaker series;

• introducing the next generation of real estate leaders through summer internship programs;

• providing annual reviews and regular feedback to assist in employee development and providing opportunities for employees to provide suggestions to management and safely register complaints;

• providing family leave, for example, for the birth or adoption of a child, as well as sick leave, that exceeds minimum regulatory requirements;

• focusing on creating a workplace that values employee health and safety, and to that end providing expanded paid sick leave during the COVID-19 pandemic;

• committing to the full inclusion of all qualified employees and applicants and providing equal employment opportunities to all persons, in accordance with the principles and requirements of the Equal Employment Opportunities Commission and the principles and requirements of the Americans with Disabilities Act; and

• appreciating the many contributions of a diverse workforce, understanding that diverse backgrounds bring diverse perspectives, resulting in unique insights.

Our executive offices are located at 321 Railroad Avenue, Greenwich, Connecticut.  Urstadt Biddle Properties Inc. has 57 employees, all located at the Company’s executive offices.  Subsidiaries of the Company also employ an additional 38 full-time and part-time employees at other locations, and we believe our relationship with our employees is good.

Company Website

All of the Company’s filings with the SEC, including the Company’s annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, are available free of charge at the Company’s website at www.ubproperties.com as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the SEC.  These filings can also be accessed through the SEC’s website at www.sec.gov.

2

Item 1A.  Risk Factors

Risks Related to COVID-19

The current pandemic of the novel coronavirus ("COVID-19") is expected to, and the future outbreak of other highly infectious or contagious diseases may, materially and adversely impact the businesses of many of our tenants and materially and adversely impact and disrupt our business, income, cash flow, results of operations, financial condition, liquidity, prospects and ability to service our debt obligations, and our ability to pay dividends and other distributions to our stockholders.

In March 2020, the World Health Organization declared the outbreak of COVID-19 a global pandemic.  The COVID-19 pandemic has caused, and could continue to cause, significant disruptions to the U.S. and global economy, as well as significant volatility and negative pressure in the financial markets.  During the early days of the pandemic, the tri-state area surrounding New York City was particularly hard hit.  As a result, like many U.S. states and cities, the tri-state area composed of Connecticut, New York and New Jersey imposed rules and regulations intended to control the spread of COVID-19, such as instituting “shelter-in-place” and “social distancing” orders, which forced many businesses to temporarily close, reduce their hours or significantly limit service for several months or more.  The COVID-19 outbreak and measures taken to prevent its spread have already resulted in significant negative economic impacts on many of our tenants, including inability to pay rent, and as a result, on our business.  It continues to have a significant impact on the larger U.S. and global economies as well, including a dramatic increase in national unemployment.

Since early summer, many (but not all) of these restrictions have been gradually lifted as the COVID-19 situation in the tri-state area has significantly improved, with most businesses now permitted to open at reduced capacity and under other limitations intended to control the spread of COVID-19.  While many of our tenants saw a surge in business during the initial weeks and months following re-opening, it is unclear whether this level of business activity is likely to be sustained, especially if the areas in which our properties are located experience a resurgence in COVID-19 cases and/or are subject to a re-imposition of previously lifted business restrictions.  As the tri-state area heads deeper into winter, it has been experiencing micro-clusters of heightened infections, which has led to the re-imposition of temporary restrictions in these targeted areas, although none of these re-imposed restrictions have thus far required businesses to completely shut down.  Also, not all tenants experienced the same level of recovery.  For a number of our tenants that operate service and retail businesses involving high contact interactions with their customers, the negative impact of COVID-19 on their business has been particularly severe and the recovery more difficult.

Many of our tenants also availed themselves of stimulus funds made available under the Coronavirus Aid, Relief, and Economic Security Act of 2020 (the "CARES Act”). A second COVID-19 federal stimulus package was enacted as part of the Consolidated Appropriations Act, 2021 (the "COVID Supplemental Appropriations Act") on December 27, 2020.  However, even with this additional stimulus, some businesses may be unable to continue.  A number of tenants have already filed for bankruptcy protection, failed to re-open after stay-at-home and similar restrictions were lifted, or indicated their inability to continue their business for the long-term.

Tenants that experience deteriorating financial conditions may be unwilling or unable to pay rent on a timely basis, or at all.  In some cases, we have deferred or abated tenants’ rent obligations, but may need to further restructure tenant rent obligations if their businesses continue to suffer.  We may be unable to fully collect on deferred rents as a result of the tenant’s deteriorating business condition.  In other cases, state, local, federal and industry-initiated efforts may also affect our ability to collect rent or enforce remedies for the failure to pay rent, including, among others, limitations, prohibitions and moratoriums on evicting tenants unwilling or unable to pay rent.  In the event of tenant nonpayment, default or bankruptcy, we may incur costs in protecting our investment and re-leasing our properties, and have limited ability to renew existing leases or sign new leases at projected rents.  We currently anticipate the above circumstances to negatively impact our revenues until a medical solution is achieved for COVID-19.

Moreover, the ongoing COVID-19 pandemic and continuing restrictions intended to prevent and mitigate its spread could have additional adverse effects on our business, including with regards to:

• a deterioration in consumer sentiment and its impact on discretionary spending, which could negatively impact our tenants’ businesses;

• negative public perception of the COVID-19 health risk, which may result in decreased foot traffic to our shopping centers and tenant businesses for an extended period of time;

• an acceleration of changes in consumer behavior in favor of e-commerce, negatively impacting many of our tenants who rely heavily on their brick-and-mortar sales for profitability;

• the inability of our tenants to meet their lease obligations or other obligations (including repayment of deferred rents) to us in full, or at all, or to otherwise seek modifications of such obligations or declare bankruptcy due to economic and business conditions, including high unemployment and reduced consumer discretionary spending;

• the ability and willingness of new tenants to enter into leases during what is perceived to be uncertain times, the ability and willingness of our existing tenants to renew their leases upon expiration, and our ability to re-lease the properties on the same or better terms in the event of nonrenewal or in the event we exercise our right to replace an existing tenant;

• the failure of certain of our tenants to reopen, resulting in co-tenancy claims as a result of the failure to satisfy occupancy thresholds;

• The unavailability of further stimulus funds or economic assistance beyond that provided under the COVID Supplemental Appropriations Act, the CARES Act and similar programs or the insufficiency of such funds to cover all of the tenant’s financial results, including rent;

• disruptions to the supply chain or lack of employees available or willing to work due to perceptions of COVID-19 health risk that could make it difficult for our tenants to operate, as well as to pay rent;

• the adverse impact of current economic conditions on the market value of our real estate portfolio and the resulting impact on our ability or desire to make strategic acquisitions or dispositions;

• state, local or industry-initiated efforts, such as a rent freeze for tenants or a suspension of a landlord’s ability to enforce evictions, which may affect our ability to collect rent or enforce remedies for the failure to pay rent;

• the scaling back or delay of a significant amount of planned capital expenditures, which could adversely affect the value of our properties;

• severe disruption and instability in the global financial markets or deteriorations in credit and financing conditions, which could make it difficult for us to access debt and equity capital on attractive terms, or at all, and impact our ability to fund business activities and repay liabilities on a timely basis;

• our ability to draw on our credit facility or obtain additional indebtedness or pay down, refinance, restructure or extend our indebtedness as it becomes due, and the negative impact of reductions in rent on financial covenants on corporate and/or property-level debt; and

• issues related to remote working, including increased cybersecurity risk and other technology and communication issues, although our offices re-opened in late May in accordance with state guidelines and upon implementation of appropriate safety measures;

• the event that a significant number of our employees, particularly senior members of our management team, become unable to work as a result of health issues related to COVID-19; and

• the continued volatility of the trading prices of our Common Stock and Class A Common Stock.

Our operating results depend, in large part, on the ability of our tenants to generate sufficient income to pay their rents in a timely manner. Therefore, we reduced our quarterly dividend on our Class A Common stock and Common stock in the third and fourth quarters when compared with pre-pandemic levels in an effort to preserve cash due to current economic uncertainty, and we may choose to do the same in the future. Additionally, we may in the future choose to pay distributions in our stock rather than solely in cash, which may result in our stockholders having a tax liability with respect to such distributions that exceeds the amount of cash received, if any.

The extent to which COVID-19, or any future pandemic or health crisis, impacts our business, operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity, duration of such pandemic, actions taken to contain the pandemic or mitigate its impact, and the progress of science and the medical community in addressing the health risks. The rapid development and fluidity of this situation precludes any prediction as to the full adverse impact of COVID-19.  To the extent any of these risks and uncertainties adversely impact us in the ways described above or otherwise, they may also have the effect of heightening many of the other risks described in this Annual Report on Form 10-K.

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Risks Related to our Operations and Properties

There are risks relating to investments in real estate and the value of our property interests depends on conditions beyond our control.  Yields from our properties depend on their net income and capital appreciation.  Real property income and capital appreciation may be adversely affected by general and local economic conditions, neighborhood values, competitive overbuilding, zoning laws, weather, casualty losses and other factors beyond our control.  Since substantially all of our income is rental income from real property, our income and cash flow could be adversely affected if a large tenant is, or a significant number of tenants are, unable to pay rent or if available space cannot be rented on favorable terms.

Operating and other expenses of our properties, particularly significant expenses such as interest, real estate taxes and maintenance costs, generally do not decrease when income decreases and, even if revenues increase, operating and other expenses may increase faster than revenues.

We may be unable to sell properties when appropriate because real estate investments are illiquid.  Real estate investments generally cannot be sold quickly. In addition, there are some limitations under federal income tax laws applicable to real estate and to REITs in particular that may limit our ability to sell our assets. With respect to each of our five consolidated joint ventures, McLean, Orangeburg, High Ridge, Dumont and New City, which we refer to as our DownREITs, we may not sell or transfer the contributed property through contractually agreed upon protection periods other than as part of a tax-deferred transaction under the Code or if the conditions exist which would give us the right to call all of the non-managing member units or partnership units, as applicable, following the death or dissolution of certain non-managing members or, in connection with the exercise of creditor's rights and remedies under the existing mortgage or any refinancing by the holder thereof (which will not constitute a violation of this restriction).  Because of these market, regulatory and contractual conditions, we may not be able to alter our portfolio promptly in response to changes in economic or other conditions. Our inability to respond quickly to adverse changes in the performance of our investments could have an adverse effect on our ability to meet our obligations and make distributions to our stockholders.

Our business strategy is mainly concentrated in one type of commercial property and in one geographic location.  Our primary investment focus is neighborhood and community shopping centers, with a concentration in the metropolitan New York tri-state area outside of the City of New York.  For the year ended October 31, 2020, approximately 98.8% of our total revenues were from properties located in this area. Various factors may adversely affect a shopping center's profitability. These factors include circumstances that affect consumer spending, such as general economic conditions, economic business cycles, rates of employment, income growth, interest rates and general consumer sentiment. They also include weather patterns and natural disasters that could have a more significant localized effect in the areas where our properties are concentrated.  The occurrence of natural disasters or severe weather conditions can delay new development projects, increase investment costs to repair or replace damaged properties, increase operation costs, increase future property insurance costs, and negatively impact the tenant demand for lease space.  Changes to the real estate market in our focus areas, such as an increase in retail space or a decrease in demand for shopping center properties, could also adversely affect operating results.  As a result, we may be exposed to greater risks than if our investment focus was based on more diversified types of properties and in more diversified geographic areas.

The Company's single largest real estate investment is its ownership of the Ridgeway Shopping Center ("Ridgeway") located in Stamford, Connecticut.  For the year ended October 31, 2020, Ridgeway revenues represented approximately 11.2% of the Company's total revenues and approximately 6.4% of the Company's total assets at October 31, 2020.  The loss of Ridgeway or a material decrease in revenues from Ridgeway could have a material adverse effect on the Company.

We are dependent on anchor tenants in many of our retail properties.  Most of our retail properties are dependent on a major or anchor tenant, often a supermarket anchor.  If we are unable to renew any lease we have with the anchor tenant at one of these properties upon expiration of the current lease on favorable terms, or to re-lease the space to another anchor tenant of similar or better quality upon departure of an existing anchor tenant on similar or better terms, we could experience material adverse consequences with respect to such property such as higher vacancy, re-leasing on less favorable economic terms, reduced net income, reduced funds from operations and reduced property values.  Vacated anchor space also could adversely affect a property because of the loss of the departed anchor tenant's customer drawing power.  Loss of customer drawing power also can occur through the exercise of the right that some anchors have to vacate and prevent re-tenanting by paying rent for the balance of the lease term.  In addition, vacated anchor space could, under certain circumstances, permit other tenants to pay a reduced rent or terminate their leases at the affected property, which could adversely affect the future income from such property.  There can be no assurance that our anchor tenants will renew their leases when they expire or will be willing to renew on similar economic terms.  See Item 1. Business in this Annual Report on Form 10-K for additional information on our ten largest tenants by percent of total annual base rent of our properties.

Similarly, if one or more of our anchor tenants goes bankrupt, we could experience material adverse consequences like those described above.  Under bankruptcy law, tenants have the right to reject their leases.  In the event a tenant exercises this right, the landlord generally may file a claim for a portion of its unpaid and future lost rent.  Actual amounts received in satisfaction of those claims, however, are typically very limited and will be subject to the tenant's final plan of reorganization and the availability of funds to pay its creditors. We can provide no assurance that we will not experience impactful bankruptcies by anchor tenants in the future. See Item 7. Management’s Discussion of Operations and Financial Condition in this Annual Report on Form 10-K for additional information.

We face potential difficulties or delays in renewing leases or re-leasing space.  We derive most of our income from rent received from our tenants.  Although substantially all of our properties currently have favorable occupancy rates, we cannot predict that current tenants will renew their leases upon expiration of their terms.  In addition, current tenants could attempt to terminate their leases prior to the scheduled expiration of such leases or might have difficulty in continuing to pay rent in full, if at all, in the event of a severe economic downturn.  If this occurs, we may not be able to promptly locate qualified replacement tenants and, as a result, we would lose a source of revenue while remaining responsible for the payment of our obligations.  Even if tenants decide to renew their leases, the terms of renewals or new leases, including the cost of required renovations or concessions to tenants, may be less favorable than current lease terms.

In some cases, our tenant leases contain provisions giving the tenant the exclusive right to sell particular types of merchandise or provide specific types of services within the particular retail center, or limit the ability of other tenants within the center to sell that merchandise or provide those services.  When re-leasing space after a vacancy in a center with one of these tenants, such provisions may limit the number and types of prospective tenants for the vacant space.  The failure to re-lease space or to re-lease space on satisfactory terms could adversely affect our results from operations.  Additionally, properties we may acquire in the future may not be fully leased and the cash flow from existing operations may be insufficient to pay the operating expenses and debt service associated with that property until the property is fully leased. As a result, our net income, funds from operations and ability to pay dividends to stockholders could be adversely affected.

We may acquire properties or acquire other real estate related companies, and this may create risks.  We may acquire properties or acquire other real estate related companies when we believe that an acquisition is consistent with our business strategies. We may not succeed in consummating desired acquisitions on time or within budget. When we do pursue a project or acquisition, we may not succeed in leasing newly acquired properties at rents sufficient to cover the costs of acquisition and operations. Acquisitions in new markets or industries where we do not have the same level of market knowledge may result in poorer than anticipated performance. We may also abandon acquisition opportunities that management has begun pursuing and consequently fail to recover expenses already incurred and will have devoted management’s time to a matter not consummated. Furthermore, our acquisitions of new properties or companies will expose us to the liabilities of those properties or companies, some of which we may not be aware of at the time of the acquisition. In addition, redevelopment of our existing properties presents similar risks.

Newly acquired properties may have characteristics or deficiencies currently unknown to us that affect their value or revenue potential. It is also possible that the operating performance of these properties may decline under our management. As we acquire additional properties, we will be subject to risks associated with managing new properties, including lease-up and tenant retention. In addition, our ability to manage our growth effectively will require us to successfully integrate our new acquisitions into our existing management structure. We may not succeed with this integration or effectively manage additional properties, particularly in secondary markets. Also, newly acquired properties may not perform as expected.

Competition may adversely affect our ability to acquire new properties.  We compete for the purchase of commercial property with many entities, including other publicly traded REITs and private equity funded entities.  Many of our competitors have substantially greater financial resources than ours.  In addition, our competitors may be willing to accept lower returns on their investments.  If we are unable to successfully compete for the properties we have targeted for acquisition, we may not be able to meet our growth and investment objectives.  We may incur costs on unsuccessful acquisitions that we will not be able to recover.  The operating performance of our property acquisitions may also fall short of our expectations, which could adversely affect our financial performance.

Competition may limit our ability to generate sufficient income from tenants and may decrease the occupancy and rental rates for our properties. Our properties consist primarily of open-air shopping centers and other retail properties.  Our performance, therefore, is generally linked to economic conditions in the market for retail space.  In the future, the market for retail space could be adversely affected by:

●           weakness in the national, regional and local economies;

●           the adverse financial condition of some large retailing companies;

●           the impact of internet sales on the demand for retail space;

●           ongoing consolidation in the retail sector; and

●           the excess amount of retail space in a number of markets.

In addition, numerous commercial developers and real estate companies compete with us in seeking tenants for our existing properties.  If our competitors offer space at rental rates below our current rates or the market rates, we may lose current or potential tenants to other properties in our markets and we may need to reduce rental rates below our current rates in order to retain tenants upon expiration of their leases.  Increased competition for tenants may require us to make tenant and/or capital improvements to properties beyond those that we would otherwise have planned to make.  As a result, our results of operations and cash flow may be adversely affected.

In addition, our tenants face increasing competition from internet commerce, outlet malls, discount retailers, warehouse clubs and other sources which could hinder our ability to attract and retain tenants and/or cause us to reduce rents at our properties, which could have an adverse effect on our results of operations and cash flows.  We may fail to anticipate the effects of changes in consumer buying practices, particularly of growing online sales and the resulting retailing practices and space needs of our tenants or a general downturn in our tenant’s businesses, which may cause tenants to close their stores or default in payment of rent.

4

Property ownership through joint ventures could limit our control of those investments, restrict our ability to operate and finance the property on our terms, and reduce their expected return.  As of October 31, 2020, we owned five of our operating properties through consolidated joint ventures and six through unconsolidated joint ventures. Our joint ventures, and joint ventures we may enter into in the future, may involve risks not present with respect to our wholly-owned properties, including the following:

● We may share decision-making authority with our joint venture partners regarding certain major decisions affecting the ownership or operation of the joint venture and the joint venture property, such as, but not limited to, (i) additional capital contribution requirements, (ii) obtaining, refinancing or paying off debt, and (iii) obtaining consent prior to the sale or transfer of our interest in the joint venture to a third party, which may prevent us from taking actions that are opposed by our joint venture partners;

● Our joint venture partners may have business interests or goals with respect to the property that conflict with our business interests and goals, which could increase the likelihood of disputes regarding the ownership, management or disposition of the property;

● Disputes may develop with our joint venture partners over decisions affecting the property or the joint venture, which may result in litigation or arbitration that would increase our expenses and distract our officers from focusing their time and effort on our business, disrupt the day-to-day operations of the property such as by delaying the implementation of important decisions until the conflict is resolved, and possibly force a sale of the property if the dispute cannot be resolved; and

● The activities of a joint venture could adversely affect our ability to qualify as a REIT.

In addition, with respect to our five consolidated joint ventures, McLean, Orangeburg, High Ridge, Dumont and New City, we have additional obligations to the limited partners and non-managing members and additional limitations on our activities with respect to those joint ventures.  The limited partners and non-managing members of each of these joint ventures are entitled to receive annual or quarterly cash distributions payable from available cash of the joint venture, with the Company required to provide such funds if the joint venture is unable to do so.  The limited partners and non-managing members of these joint ventures have the right to require the Company to repurchase all or a portion of their limited partner or non-managing member interests for cash or Class A Common Stock of the Company, at our election, at prices and on terms set forth in the partnership or operating agreements.  We also have the right to redeem all or a portion of the limited partner and non-managing member interests for cash or Class A Common Stock of the Company, at our election, under certain circumstances, at prices and on terms set forth in the partnership or operating agreements.  The right of these limited partners and non-managing members to put their equity interest to us could require us to expend cash, or issue Class A Common Stock of the REIT, at a time or under circumstances that are not desirable to us.

In addition, the partnership agreement or operating agreements with our partners in McLean, Orangeburg, UB High Ridge, Dumont and New City include certain restrictions on our ability to sell the property and to pay off the mortgage debt on these properties before their maturity, although refinancings are generally permitted.  These restrictions could prevent us from taking advantage of favorable interest rate environments and limit our ability to best manage the debt on these properties.

Although we have historically used moderate levels of leverage, if we employed higher levels of leverage, it would result in increased risk of default on our obligations and in an increase in debt service requirements, which could adversely affect our financial condition and results of operations and our ability to pay dividends and make distributions. In addition, the viability of the interest rate hedges we use is subject to the strength of the counterparties.  We have incurred, and expect to continue to incur, indebtedness to advance our objectives. The only restrictions on the amount of indebtedness we may incur are certain contractual restrictions and financial covenants contained in our unsecured revolving credit agreement. Accordingly, we could become more highly leveraged, resulting in increased risk of default on our financial obligations and in an increase in debt service requirements. This, in turn, could adversely affect our financial condition, results of operations and our ability to make distributions.

Using debt to acquire properties, whether with recourse to us generally or only with respect to a particular property, creates an opportunity for increased return on our investment, but at the same time creates risks.  Our goal is to use debt to fund investments only when we believe it will enhance our risk-adjusted returns.  However, we cannot be sure that our use of leverage will prove to be beneficial.  Moreover, when our debt is secured by our assets, we can lose those assets through foreclosure if we do not meet our debt service obligations.  Incurring substantial debt may adversely affect our business and operating results by:

● requiring us to use a substantial portion of our cash flow to pay interest and principal, which reduces the amount available for distributions, acquisitions and capital expenditures;

● making us more vulnerable to economic and industry downturns and reducing our flexibility to respond to changing business and economic conditions;

● requiring us to agree to less favorable terms, including higher interest rates, in order to incur additional debt, and otherwise limiting our ability to borrow for operations, working capital or to finance acquisitions in the future; or

● limiting our flexibility in conducting our business, which may place us at a disadvantage compared to competitors with less debt or debt with less restrictive terms.

In addition, variable rate debt exposes us to changes in interest rates.  As of October 31, 2020, we had an outstanding balance of $35 million on our Unsecured Revolving Credit Facility ("Facility").   If interest rates were to rise, it would increase the amount of interest expense that we would have to pay.  This exposure would increase if we seek additional variable rate financing based on pricing and other commercial and financial terms.  In addition, we enter into interest rate hedging transactions, including interest rate swaps. There can be no guarantee that the future financial condition of these counterparties will enable them to fulfill their obligations under these agreements.

We may be adversely affected by changes in LIBOR reporting practices, the method by which LIBOR is determined or the use of alternative reference rates.  As of October 31, 2020, we had approximately $126.6 million of mortgage notes outstanding that are indexed to the London Interbank Offered Rate (“LIBOR”). All of these mortgages are subject to interest rate swaps that convert the floating rates in the notes to a fixed interest rate. In July 2017, the United Kingdom regulator that regulates LIBOR announced its intention to phase out LIBOR rates by the end of 2021.  However, the ICE Benchmark Administration, in its capacity as administrator of USD LIBOR, has announced that it intends to extend publication of USD LIBOR (other than one-week and two-month tenors) by 18 months to June 2023.  Notwithstanding this possible extension, a joint statement by key regulatory authorities calls on banks to cease entering into new contracts that use USD LIBOR as a reference rate by no later than December 31, 2021. The Alternative Reference Rates Committee ("ARRC"), a steering committee comprised of large U.S. financial institutions, has proposed replacing USD-LIBOR with a new index calculated by short-term repurchase agreements - the Secured Overnight Financing Rate ("SOFR").  At this time, no consensus exists as to what rate or rates may become accepted alternatives to LIBOR, and it is impossible to predict whether and to what extent banks will continue to provide LIBOR submissions to the administrator of LIBOR, whether LIBOR rates will cease to be published or supported before or after 2021 or whether any additional reforms to LIBOR may be enacted in the United Kingdom or elsewhere. Such developments and any other legal or regulatory changes in the method by which LIBOR is determined or the transition from LIBOR to a successor benchmark may result in, among other things, a sudden or prolonged increase or decrease in LIBOR, a delay in the publication of LIBOR, and changes in the rules or methodologies in LIBOR, which may discourage market participants from continuing to administer or to participate in LIBOR’s determination and, in certain situations, could result in LIBOR no longer being determined and published. If a published U.S. dollar LIBOR rate is unavailable after 2021 or June 2023, as applicable, the interest rates on our mortgage notes, which is indexed to LIBOR will be determined using various alternative methods, any of which may result in interest obligations which are more than or do not otherwise correlate over time with the payments that would have been made on such debt if U.S. dollar LIBOR was available in its current form. Further, the same costs and risks that may lead to the unavailability of U.S. dollar LIBOR may make one or more of the alternative methods impossible or impracticable to determine. Any of these proposals or consequences could have a material adverse effect on our financing costs, and as a result, our financial condition, operating results and cash flows.

We are obligated to comply with financial and other covenants in our debt that could restrict our operating activities, and failure to comply could result in defaults that accelerate the payment under our debt.  Our mortgage notes payable contain customary covenants for such agreements including, among others, provisions:

● restricting our ability to assign or further encumber the properties securing the debt; and

● restricting our ability to enter into certain new leases or to amend or modify certain existing leases without obtaining consent of the lenders.

Our unsecured revolving credit agreement contains financial and other covenants which may limit our ability, without our lenders' consent, to engage in operating or financial activities that we may believe desirable.  Our unsecured revolving credit facility contains, among others, provisions restricting our ability to:

● permit unsecured debt to exceed $400 million;

● create certain liens;

● increase our overall secured and unsecured borrowing beyond certain levels;

● consolidate, merge or sell all or substantially all of our assets;

● permit secured debt to be more than 40% of gross asset value, as defined in the agreement; and

● permit unsecured indebtedness, excluding preferred stock, to exceed 60% of eligible real estate asset value as defined in the agreement.

In addition, covenants included in our unsecured revolving credit facility (i) limit the amount of debt we may incur, excluding preferred stock, as a percentage of gross asset value, as defined in the agreement, to less than 60% (leverage ratio), (ii) require earnings before interest, taxes, depreciation and amortization to be at least 150% of fixed charges, (iii) require net operating income from unencumbered properties to be at least 200% of unsecured interest expenses, (iv) require not more than 15% of gross asset value and unencumbered asset pool, each term as defined in the agreement, to be attributable to the Company's pro rata share of the value of unencumbered properties owned by non-wholly owned subsidiaries or unconsolidated joint ventures, and (v) require at least 10 unencumbered properties in the unencumbered asset pool, with at least 10 properties owned by the company or a wholly-owned subsidiary.

If we were to breach any of our debt covenants and did not cure the breach within any applicable cure period, our lenders could require us to repay the debt immediately, and, if the debt is secured, could immediately begin proceedings to take possession of the property securing the loan.  As a result, a default under our debt covenants could have an adverse effect on our financial condition, our results of operations, our ability to meet our obligations and the market value of our shares.

5

We may be required to incur additional debt to qualify as a REIT.  As a REIT, we must generally make annual distributions to shareholders of at least 90% of our taxable income. We are subject to income tax on amounts of undistributed taxable income and net capital gain. In addition, we would be subject to a 4% excise tax if we fail to distribute sufficient income to meet a minimum distribution test based on our ordinary income, capital gain and aggregate undistributed income from prior years. We intend to make distributions to shareholders to comply with the Code’s distribution provisions and to avoid federal income and excise tax. We may need to borrow funds to meet our distribution requirements because:

● our income may not be matched by our related expenses at the time the income is considered received for purposes of determining taxable income; and

● non-deductible capital expenditures, creation of reserves, or debt service requirements may reduce available cash but not taxable income.

In these circumstances, we might have to borrow funds on terms we might otherwise find unfavorable and we may have to borrow funds even if our management believes the market conditions make borrowing financially unattractive. Current tax law also allows us to pay a portion of our distributions in shares instead of cash.

Our ability to grow will be limited if we cannot obtain additional capital.  Our growth strategy includes the redevelopment of properties we already own and the acquisition of additional properties.  We are required to distribute to our stockholders at least 90% of our taxable income each year to continue to qualify as a REIT for federal income tax purposes.  Accordingly, in addition to our undistributed operating cash flow, we rely upon the availability of debt or equity capital to fund our growth, which financing may or may not be available on favorable terms or at all.  The debt could include mortgage loans from third parties or the sale of debt securities.  Equity capital could include our common stock or preferred stock.  Additional financing, refinancing or other capital may not be available in the amounts we desire or on favorable terms.

Our access to debt or equity capital depends on a number of factors, including the general state of the capital markets, the markets perception of our growth potential, our ability to pay dividends, and our current and potential future earnings.  Depending on the outcome of these factors, we could experience delay or difficulty in implementing our growth strategy on satisfactory terms, or be unable to implement this strategy.

We cannot assure you we will continue to pay dividends at historical rates.  Our ability to continue to pay dividends on our shares of Class A Common stock or Common stock at historical rates or to increase our dividend rate, and our ability to pay preferred share dividends will depend on a number of factors, including, among others, the following:

● our financial condition and results of future operations;

● the performance of lease terms by tenants;

● the terms of our loan covenants;

● payment obligations on debt; and

● our ability to acquire, finance or redevelop and lease additional properties at attractive rates.

If we do not maintain or increase the dividend on our common shares, it could have an adverse effect on the market price of our shares of Class A Common Stock or Common Stock and other securities. Any preferred shares we may offer may have a fixed dividend rate that would not increase with any increases in the dividend rate of our common shares. Conversely, payment of dividends on our common shares may be subject to payment in full of the dividends on any preferred shares and payment of interest on any debt securities we may offer.

Market interest rates could adversely affect the share price of our stock and increase the cost of refinancing debt.  A variety of factors may influence the price of our common and preferred equities in the public trading markets.  We believe that investors generally perceive REITs as yield-driven investments and compare the annual yield from dividends by REITs with yields on various other types of financial instruments.  An increase in market interest rates may lead purchasers of stock to seek a higher annual dividend rate from other investments, which could adversely affect the market price of the stock.  In addition, we are subject to the risk that we will not be able to refinance existing indebtedness on our properties.  We anticipate that a portion of the principal of our debt will not be repaid prior to maturity.  Therefore, we likely will need to refinance at least a portion of our outstanding debt as it matures.  A change in interest rates may increase the risk that we will not be able to refinance existing debt or that the terms of any refinancing will not be as favorable as the terms of the existing debt.

If principal payments due at maturity cannot be refinanced, extended or repaid with proceeds from other sources, such as new equity capital or sales of properties, our cash flow will not be sufficient to repay all maturing debt in years when significant “balloon” payments come due.  As a result, our ability to retain properties or pay dividends to stockholders could be adversely affected and we may be forced to dispose of properties on unfavorable terms, which could adversely affect our business and net income.

Construction and renovation risks could adversely affect our profitability. We currently are renovating some of our properties and may in the future renovate other properties, including tenant improvements required under leases.  Our renovation and related construction activities may expose us to certain risks.  We may incur renovation costs for a property which exceed our original estimates due to increased costs for materials or labor or other costs that are unexpected.  We also may be unable to complete renovation of a property on schedule, which could result in increased debt service expense or construction costs.  Additionally, some tenants may have the right to terminate their leases if a renovation project is not completed on time.  The time frame required to recoup our renovation and construction costs and to realize a return on such costs can often be significant.

We are dependent on key personnel.  We depend on the services of our existing senior management to carry out our business and investment strategies.  We do not have employment agreements with any of our existing senior management.  As we expand, we may continue to need to recruit and retain qualified additional senior management.  The loss of the services of any of our key management personnel or our inability to recruit and retain qualified personnel in the future could have an adverse effect on our business and financial results.

Our insurance coverage on our properties may be inadequate.  We currently carry comprehensive insurance on all of our properties, including insurance for liability, fire, flood, earthquake, and rental loss. All of these policies contain coverage limitations. We believe these coverages are of the types and amounts customarily obtained for or by an owner of similar types of real property assets located in the areas where our properties are located. We intend to obtain similar insurance coverage on subsequently acquired properties.

The availability of insurance coverage may decrease and the prices for insurance may increase as a consequence of significant losses incurred by the insurance industry and other factors outside our control. As a result, we may be unable to renew or duplicate our current insurance coverage in adequate amounts or at reasonable prices. In addition, insurance companies may no longer offer coverage against certain types of losses, such as losses due to terrorist acts and toxic mold, or, if offered, the expense of obtaining these types of insurance may not be justified. We therefore may cease to have insurance coverage against certain types of losses and/or there may be decreases in the limits of insurance available. If an uninsured loss or a loss in excess of our insured limits occurs, we could lose all or a portion of the capital we have invested in a property, as well as the anticipated future revenue from the property, but still remain obligated for any mortgage debt or other financial obligations related to the property. We cannot guarantee that material losses in excess of insurance proceeds will not occur in the future. If any of our properties were to experience a catastrophic loss, it could seriously disrupt our operations, delay revenue and result in large expenses to repair or rebuild the property. Also, due to inflation, changes in codes and ordinances, environmental considerations and other factors, it may not be feasible to use insurance proceeds to replace a building after it has been damaged or destroyed. Further, we may be unable to collect insurance proceeds if our insurers are unable to pay or contest a claim. Events such as these could adversely affect our results of operations and our ability to meet our obligations, including distributions to our shareholders.

Properties with environmental problems may create liabilities for us.  Under various federal, state and local environmental laws, statutes, ordinances, rules and regulations, as an owner of real property, we may be liable for the costs of removal or remediation of certain hazardous or toxic substances at, on, in or under our properties, as well as certain other potential costs relating to hazardous or toxic substances (including government fines and penalties and damages for injuries to persons and adjacent property).  A property can be adversely affected either through direct physical contamination or as the result of hazardous or toxic substances or other contaminants that have or may have emanated from other properties.  These laws may impose liability without regard to whether we knew of, or were responsible for, the presence or disposal of those substances.  This liability may be imposed on us in connection with the activities of an operator of, or tenant at, the property.  The cost of any required remediation, removal, fines or personal or property damages and our liability therefore could exceed the value of the property and/or our aggregate assets.  In addition, the presence of those substances, or the failure to properly dispose of or remove those substances, may adversely affect our ability to sell or rent that property or to borrow using that property as collateral, which, in turn, would reduce our revenues and ability to make distributions.

Prior to the acquisition of any property and from time to time thereafter, we obtain Phase I environmental reports, and, when deemed warranted, Phase II environmental reports concerning the Company's properties.  There can be no assurance, however, that (i) the discovery of environmental conditions that were previously unknown, (ii) changes in law, (iii) the conduct of tenants or neighboring property owner, or (iv) activities relating to properties in the vicinity of the Company's properties, will not expose the Company to material liability in the future.  Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions may result in significant unanticipated expenditures or may otherwise adversely affect the operations of our tenants, which could adversely affect our financial condition and results of operations.

We face risks relating to cybersecurity attacks that could cause loss of confidential information and other business disruptions.  We rely extensively on computer systems to process transactions and manage our business, and our business is at risk from and may be impacted by cybersecurity attacks. These could include attempts to gain unauthorized access to our data and computer systems. Attacks can be both individual and/or highly organized attempts organized by very sophisticated hacking organizations. We employ a number of measures to prevent, detect and mitigate these threats, which include password encryption, frequent password change events, firewall detection systems, anti-virus software and frequent backups; however, there is no guarantee such efforts will be successful in preventing a cyber-attack. A cybersecurity attack could compromise the confidential information of our employees, tenants and vendors. A successful attack could disrupt and otherwise adversely affect our business operations and financial prospects, damage our reputation and involve significant legal and/or financial liabilities and penalties, including through lawsuits by third-parties.

The Americans with Disabilities Act of 1990 could require us to take remedial steps with respect to existing or newly acquired properties.  Our existing properties, as well as properties we may acquire, as commercial facilities, are required to comply with Title III of the Americans with Disabilities Act of 1990. Investigation of a property may reveal non-compliance with this Act. The requirements of this Act, or of other federal, state or local laws or regulations, also may change in the future and restrict further renovations of our properties with respect to access for disabled persons. Future compliance with this Act may require expensive changes to the properties.

6

Risks Related to our Organization and Structure

We will be taxed as a regular corporation if we fail to maintain our REIT status.  Since our founding in 1969, we have operated, and intend to continue to operate, in a manner that enables us to qualify as a REIT for federal income tax purposes.  However, the federal income tax laws governing REITs are complex.  The determination that we qualify as a REIT requires an analysis of various factual matters and circumstances that may not be completely within our control.  For example, to qualify as a REIT, at least 95% of our gross income must come from specific passive sources, such as rent, that are itemized in the REIT tax laws.  In addition, to qualify as a REIT, we cannot own specified amounts of debt and equity securities of some issuers.  We also are required to distribute to our stockholders at least 90% of our REIT taxable income (excluding capital gains) each year. Our continued qualification as a REIT depends on our satisfaction of the asset, income, organizational, distribution and stockholder ownership requirements of the Internal Revenue Code on a continuing basis. At any time, new laws, interpretations or court decisions may change the federal tax laws or the federal tax consequences of qualification as a REIT.  If we fail to qualify as a REIT in any taxable year and do not qualify for certain Internal Revenue Code relief provisions, we will be subject to federal income tax, including any applicable alternative minimum tax, on our taxable income at regular corporate rates.  In addition, distributions to stockholders would not be deductible in computing our taxable income.  Corporate tax liability would reduce the amount of cash available for distribution to stockholders which, in turn, would reduce the market price of our stock.  Unless entitled to relief under certain Internal Revenue Code provisions, we also would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT.

We will pay federal taxes if we do not distribute 100% of our taxable income.  To the extent that we distribute less than 100% of our taxable income, we will be subject to federal corporate income tax on our undistributed income.  In addition, we will incur a 4% nondeductible excise tax on the amount, if any, by which our distributions in any year are less than the sum of:

● 85% of our ordinary income for that year;

● 95% of our capital gain net income for that year; and

● 100% of our undistributed taxable income from prior years.

We have paid out, and intend to continue to pay out, our income to our stockholders in a manner intended to satisfy the distribution requirement and to avoid corporate income tax and the 4% nondeductible excise tax.  Differences in timing between the recognition of income and the related cash receipts or the effect of required debt amortization payments could require us to borrow money or sell assets to pay out enough of our taxable income to satisfy the distribution requirement and to avoid corporate income tax and the 4% excise tax in a particular year.

Gain on disposition of assets deemed held for sale in the ordinary course of business is subject to 100% tax.  If we sell any of our assets, the IRS may determine that the sale is a disposition of an asset held primarily for sale to customers in the ordinary course of a trade or business.  Gain from this kind of sale generally will be subject to a 100% tax.  Whether an asset is held "primarily for sale to customers in the ordinary course of a trade or business" depends on the particular facts and circumstances of the sale.  Although we will attempt to comply with the terms of safe-harbor provisions in the Internal Revenue Code prescribing when asset sales will not be so characterized, we cannot assure you that we will be able to do so.

Our ownership limitation may restrict business combination opportunities.

To qualify as a REIT under the Internal Revenue Code, no more than 50% in value of our outstanding capital stock may be owned, directly or indirectly, by five or fewer individuals during the last half of each taxable year.  To preserve our REIT qualification, our charter generally prohibits any person from owning shares of any class with a value of more than 7.5% of the value of all of our outstanding capital stock and provides that:

● a transfer that violates the limitation is void;

● shares transferred to a stockholder in excess of the ownership limitation are automatically converted, by the terms of our charter, into shares of "Excess Stock;"

● a purported transferee receives no rights to the shares that violate the limitation except the right to designate a transferee of the Excess Stock held in trust; and

● the Excess Stock will be held by us as trustee of a trust for the exclusive benefit of future transferees to whom the shares of capital stock ultimately will be transferred without violating the ownership limitation.

We may also redeem Excess Stock at a price which may be less than the price paid by a stockholder.  Pursuant to authority under our charter, our board of directors has determined that the ownership limit does not apply to any shares of our stock beneficially owned by Elinor F. Urstadt (spouse of late Mr. Charles J. Urstadt, the Company’s former Chairman Emeritus), Willing L. Biddle (President & Chief Executive Officer), Catherine U. Biddle (director and spouse of Willing L. Biddle), Elinor P. Biddle (non-executive employee and daughter of Mr. & Mrs. Biddle), Dana C. Biddle (daughter of Mr. & Mrs. Biddle) and Charles D. Urstadt (son of Mr. & Mrs. Urstadt and brother of Mrs. Biddle) (together, the “Urstadt and Biddle Family Members”), but only to the extent that the aggregate value of all such stock does not exceed nineteen and ninety one-hundredth percent (19.9%) of the value of all of the company’s outstanding common stock, Class A common stock and preferred stock at any date of determination, unless at least two of the Urstadt and Biddle Family Members would separately be considered as among the five largest shareholders (which for this purpose requires ownership of at least 7.5%) based on value of shares (and determined after applying the ownership rules in Sections 542, 544 and 856(h) of the Code), in which case the maximum aggregate value of all shares of our stock beneficially owned by the Urstadt and Biddle Family Members is increased to twenty-seven percent (27.00%).  Together, the Urstadt and Biddle Family Members hold approximately 67.6% of our outstanding voting interests through their beneficial ownership of our Common Stock and Class A Common Stock. Directors and executive officers of the Company, excluding any Urstadt and Biddle Family Member, hold approximately 0.2%.  The ownership limitation may delay or discourage someone from taking control of us, even though a change of control might involve a premium price for our stockholders or might otherwise be in their best interest.

Certain provisions in our charter and bylaws and Maryland law may prevent or delay a change of control or limit our stockholders from receiving a premium for their shares.  Among the provisions contained in our charter and bylaws and Maryland law are the following:

● Our Board of Directors is divided into three classes, with directors in each class elected for three-year staggered terms.

● Our directors may be removed only for cause upon the vote of the holders of two-thirds of the voting power of our common equity securities.

● Our stockholders may call a special meeting of stockholders only if the holders of a majority of the voting power of our common equity securities request such a meeting in writing.

● Any consolidation, merger, share exchange or transfer of all or substantially all of our assets must be approved by (i) a majority of our directors who are currently in office or who are approved or recommended by a majority of our directors who are currently in office (the "Continuing Directors") and (ii) the affirmative vote of holders of our stock representing a majority of all votes entitled to be cast on the matter.

● Certain provisions of our charter may only be amended by (i) a vote of a majority of our Continuing Directors and (ii) the affirmative vote of holders of our stock representing a majority of all votes entitled to be cast on the matter.

● The number of directors may be increased or decreased by a vote of our Board of Directors.

In addition, we are subject to various provisions of Maryland law that impose restrictions and require affected persons to follow specified procedures with respect to certain takeover offers and business combinations, including combinations with persons who own 10% or more of our outstanding shares.  These provisions of Maryland law could delay, defer or prevent a transaction or a change of control that our stockholders might deem to be in their best interests.  As permitted by Maryland law, our charter provides that the “business combination” provisions of Maryland law described above do not apply to acquisitions of shares by the late Charles J. Urstadt, and our Board of Directors has determined that the provisions do not apply to Willing L. Biddle, or to Willing L. Biddle’s or the late Charles J. Urstadt’s spouses and descendants and any of their affiliates.  Consequently, unless such exemptions are amended or repealed, we may in the future enter into business combinations or other transactions with Mr. Willing L. Biddle or any of Mr. Willing L. Biddle’s or the late Mr. Charles J. Urstadt’s respective affiliates without complying with the requirements of the Maryland business combination statute.  Furthermore, shares acquired in a control share acquisition have no voting rights, except to the extent approved by the affirmative vote of two-thirds of all votes entitled to be cast on the matter, excluding all interested shares.  Under Maryland law, "control shares" are those which, when aggregated with any other shares held by the acquiror, allow the acquiror to exercise voting power within specified ranges.  The control share provisions of Maryland law also could delay, defer or prevent a transaction or a change of control which our stockholders might deem to be in their best interests.  As permitted by Maryland law, our bylaws provide that the "control shares" provisions of Maryland law described above will not apply to acquisitions of our stock.  As permitted by Maryland law, our Board of Directors has exclusive power to amend the bylaws and the board could elect to make acquisitions of our stock subject to the “control shares” provisions of Maryland law as to any or all of our stockholders. In view of the common equity securities controlled by Elinor F. Urstadt, for herself and in her capacity as the executor of Charles J. Urstadt’s estate, and Willing L. Biddle, either may control a sufficient percentage of the voting power of our common equity securities to effectively block approval of any proposal which requires a vote of our stockholders.

Our stockholder rights plan could deter a change of control.  We have adopted a stockholder rights plan.  This plan may deter a person or a group from acquiring more than 10% of the combined voting power of our outstanding shares of Common Stock and Class A Common Stock because, after (i) the person or group acquires more than 10% of the total combined voting power of our outstanding Common Stock and Class A Common Stock, or (ii) the commencement of a tender offer or exchange offer by any person (other than us, any one of our wholly owned subsidiaries or any of our employee benefit plans, or certain exempt persons), if, upon consummation of the tender offer or exchange offer, the person or group would beneficially own 30% or more of the combined voting power of our outstanding Common Stock and Class A Common Stock, number of outstanding Common Stock, or the number of outstanding Class A Common Stock, and upon satisfaction of certain other conditions, all other stockholders will have the right to purchase Common Stock and Class A Common Stock of the Company having a value equal to two times the exercise price of the right.  This would substantially reduce the value of the stock owned by the acquiring person.  Our board of directors can prevent the plan from operating by approving the transaction and redeeming the rights.  This gives our board of directors significant power to approve or disapprove of the efforts of a person or group to acquire a large interest in us.  The rights plan exempts acquisitions of Common Stock and Class A Common Stock by Willing L. Biddle, as well as members of Willing L. Biddle’s and the late Charles J. Urstadt’s families and certain of their affiliates.

The concentration of our stock ownership or voting power limits our stockholders’ ability to influence corporate matters.  Each share of our Common Stock entitles the holder to one vote.  Each share of our Class A Common Stock entitles the holder to 1/20 of one vote per share.  Each share of Common Stock and Class A Common Stock have identical rights with respect to dividends except that each share of Class A Common Stock will receive not less than 110% of the regular quarterly dividends paid on each share of Common Stock.  As of October 31, 2020, Elinor F. Urstadt, for herself and in her capacity as the executor of Charles J. Urstadt’s estate and Willing L. Biddle, our President and Chief Executive Officer, beneficially owned approximately 19.9% of the value of our outstanding Common Stock and Class A Common Stock, which together represented approximately 67.2% of the voting power of our outstanding common stock.  They therefore have significant influence over management and affairs and over all matters requiring stockholder approval, including the election of directors and significant corporate transactions, such as a merger or other sale of our company or our assets, for the foreseeable future. This concentrated control limits or restricts our stockholders’ ability to influence corporate matters.

7

Item 1B.  Unresolved Staff Comments.

None.

8

Item 2.  Properties.

Properties

The following table sets forth information concerning each property at October 31, 2020.  Except as otherwise noted, all properties are 100% owned by the Company.

Retail Properties:	Year Renovated	Year Completed	Year Acquired	Gross Leasable Sq Feet	Acres	Number of Tenants	% Leased	Principal Tenant
Stamford, CT	1997	1950	2002	374,000	13.6	38	92%	Stop & Shop
Stratford, CT	1988	1978	2005	279,000	29.0	21	99%	Stop & Shop, BJ's
Scarsdale, NY (1)	2004	1958	2010	242,000	14.0	25	96%	ShopRite
New Milford, CT	2002	1972	2010	235,000	20.0	13	99%	Walmart
Riverhead, NY (2)		2014	2014	198,000	20.7	4	100%	Walmart
Danbury, CT		1989	1995	194,000	19.3	18	96%	Christmas Tree Shops
Carmel, NY (3)	2006	1971	2010	189,000	22.0	31	88%	Tops Markets
Brewster, NY	1998	1977	2019	176,000	23.0	25	73%	Acme Supermarket
Carmel, NY	1999	1983	1995	145,000	19.0	16	93%	ShopRite
Ossining, NY	2000	1978	1998	137,000	11.4	30	100%	Stop & Shop
Somers, NY		2002	2003	135,000	26.0	30	96%	Home Goods
Midland Park, NJ	1999	1970	2015	130,000	7.9	26	89%	Kings Supermarket
Pompton Lakes, NJ	2000	1965	2015	125,000	12.0	16	46%	Planet Fitness
Yorktown, NY	1997	1973	2005	121,000	16.4	14	83%	Staples
New Providence, NJ	2010	1965	2013	109,000	7.8	27	100%	Acme Markets
Newark, NJ		1995	2008	108,000	8.4	13	100%	Seabra Supermarket
Wayne, NJ	1992	1959	1992	105,000	9.0	43	94%	Whole Foods Market
Newington, NH	1994	1975	1979	102,000	14.3	5	81%	JoAnns Fabrics/Savers
Darien, CT	1992	1955	1998	96,000	9.5	24	99%	Stop & Shop
Emerson, NJ	2013	1981	2007	93,000	7.0	11	80%	ShopRite
Stamford, CT (7)	2013	1963 & 1968	2017	87,000	6.7	26	98%	Trader Joes
New Milford, CT		1966	2008	81,000	7.6	6	92%	Big Y
Somers, NY		1991	1999	80,000	10.8	34	99%	CVS
Montvale, NJ (2)	2010	1965	2013	77,000	9.9	12	58%	The Fresh Market
Orange, CT		1990	2003	77,000	10.0	12	92%	Trader Joes/TJ Maxx
Kinnelon, NJ	2015	1961	2015	76,000	7.5	13	100%	Marshalls
Orangeburg, NY (4)	2014	1966	2012	74,000	10.6	26	85%	CVS
Dumont, NJ (8)		1992	2017	74,000	5.5	31	97%	Stop & Shop
Stamford, CT	2000	1970	2016	74,000	9.7	16	98%	ShopRite (Grade A)
New Milford, CT		2003	2011	72,000	8.8	8	51%	Staples
Eastchester, NY	2013	1978	1997	70,000	4.0	12	100%	DeCicco's Market
Boonton, NJ	2016	1999	2014	63,000	5.4	10	100%	Acme Markets
Ridgefield, CT	1999	1930	1998	62,000	3.0	40	92%	Keller Williams
Fairfield, CT		1995	2011	62,000	7.0	3	100%	Marshalls
Bloomfield, NJ	2016	1977	2014	59,000	5.1	10	96%	Superfresh Supermarket
Yonkers, NY (6)		1982	2014	58,000	5.0	14	95%	Acme Markets
Cos Cob, CT	2008	1986	2014	48,000	1.1	28	90%	CVS
Briarcliff Manor, NY	2014	1975	2001	47,000	1.0	18	96%	CVS
Wyckoff, NJ	2014	1971	2015	43,000	5.2	15	96%	Walgreens
Westport, CT		1986	2003	40,000	3.0	6	27%	Julian's Pizza Kitchen & Bar
Old Greenwich, CT		1976	2014	39,000	1.4	12	92%	Kings Supermarket
Rye, NY		Various	2004	39,000	1.0	22	100%	A&S Deli
Derby, CT		2014	2017	39,000	5.3	6	94%	Aldi Supermarket
Passaic, NJ	2016	1974	2017	37,000	2.9	5	73%	Dollar Tree/Family Dollar
Danbury, CT	2012	1988	2002	33,000	2.7	5	91%	Buffalo Wild Wings
Bethel, CT	1967	1957	2014	31,000	4.0	7	55%	Rite Aid
Ossining, NY	2001	1981	1999	29,000	4.0	4	88%	Westchester Community College
Katonah, NY	1986	Various	2010	28,000	1.7	24	59%	Squires
Stamford, CT	1995	1960	2016	27,000	1.1	7	92%	Federal Express
Waldwick, NJ		1953	2017	27,000	1.8	10	95%	United States Post Office
Yonkers, NY	1992	1955	2018	27,000	2.7	16	100%	AutoZone
Harrison, NY		1970	2015	26,000	1.6	12	93%	Key Foods
Pelham, NY	2014	1975	2006	25,000	1.0	9	100%	Manor Market
Eastchester, NY	2014	1963	2012	24,000	2.1	4	91%	CVS
Ridgefield, CT		1960	2018	23,000	2.7	12	97%	Asian Fusion Restaurant
Waldwick, NJ		1961	2008	20,000	1.8	1	100%	Rite Aid
Somers, NY		1987	1992	19,000	4.9	10	78%	Putnam County Savings Bank
Cos Cob, CT	1970	1947	2013	15,000	0.9	10	73%	AT&T Wireless
Riverhead, NY (2)		2000	2014	13,000	2.7	3	100%	Applebee's
Various (5)		Various	2013	11,000	3.0	4	100%	Restaurants
Greenwich, CT		1961	2013	10,000	0.8	6	100%	Wells Fargo Bank
Old Greenwich, CT (7)	2001	1941	2017	8,000	0.8	1	100%	CVS
Fort Lee, NJ		1967	2015	7,000	0.4	1	100%	H-Mart
Office Properties & Banks Branches
Greenwich, CT		Various	Various	58,000	2.8	18	100%	UBP
Bronxville & Yonkers		1960	2008 & 2009	19,000	0.7	5	100%	Peoples Bank , Chase Bank
Chester, NJ		1950	2013	9,000	2.0	-	0%	Vacant
Stamford, CT (7)	2012	1960	2017	4,000	0.5	1	100%	Chase Bank
New City, NY (9)		1973	2018	3,000	1.0	2	100%	Putnam County Savings Bank
				5,267,000	495.5	987

(1) Two wholly owned subsidiaries of the Company own an 11.7917% economic ownership interest in the property. The Company accounts for this joint venture under the equity method of accounting and does not consolidate the entity owning the property.

(2) A wholly owned subsidiary of the Company has a 50% tenant in common interest in the property. The Company accounts for this joint venture under the equity method of accounting and does not consolidate its interest in the property.

(3) A wholly owned subsidiary of the Company has a 66.67% tenant in common interest in the property. The Company accounts for this joint venture under the equity method of accounting and does not consolidate its interest in the property.

(4) A wholly owned subsidiary of the Company is the sole managing member of a limited liability company that owns this property (44.6% ownership interest).

(5) The Company owns four separate free standing properties, two of which are occupied 100% by a Friendly's Restaurant and two by other restaurants. The properties are located in New York, New Jersey and Connecticut.

(6) A wholly owned subsidiary of the Company is the sole managing member of a limited liability company that owns this property (53.0% ownership interest).

(7) A wholly owned subsidiary of the Company is the sole managing member of a limited liability company that owns this property (16.3% ownership interest).

(8) A wholly owned subsidiary of the Company is the sole managing member of a limited liability company that owns this property (36.4% ownership interest).

(9) A wholly owned subsidiary of the Company is the sole managing member of a limited liability company that owns this property (84.3% ownership interest).

9

Lease Expirations – Total Portfolio

The following table sets forth a summary schedule of the annual lease expirations for the consolidated properties for leases in place as of October 31, 2020, assuming that none of the tenants exercise renewal or cancellation options, if any, at or prior to the scheduled expirations.

Year of Expiration	Number of Leases Expiring		Square Footage of Expiring Leases		Minimum Base Rents		Percentage of Total Annual Base Rent that is Represented by the Expiring Leases
2021 (1)		245		466,252	$	12,757,000		13	%
2022		136		688,156		16,548,000		17	%
2023		109		565,243		14,992,000		15	%
2024		86		318,546		9,280,000		9	%
2025		84		489,521		12,019,000		12	%
2026		52		219,433		6,054,000		6	%
2027		42		169,597		4,402,000		4	%
2028		43		251,249		5,772,000		6	%
2029		46		234,495		5,500,000		6	%
2030		33		155,955		3,360,000		3	%
Thereafter		36		525,130		8,835,000		9	%
		912		4,083,577	$	99,519,000		100	%

(1) Represents lease expirations from November 1, 2020 to October 31, 2021 and month-to-month leases.

10

Item 3.  Legal Proceedings.

In the ordinary course of business, the Company is involved in legal proceedings. There are no material legal proceedings presently pending against the Company.

Item 4.   Mine Safety Disclosures.

Not Applicable

11

PART II

Item 5.  Market for the Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities.

Market Information

Shares of Common Stock and Class A Common Stock of the Company are traded on the New York Stock Exchange under the symbols "UBP" and "UBA," respectively.

Holders

At December 31, 2020 (latest date practicable), there were 519 shareholders of record of the Company's Common Stock and 585 shareholders of record of the Class A Common Stock.

Although the Company intends to continue to declare quarterly dividends on its Common shares and Class A Common shares, no assurances can be made as to the amounts of any future dividends.  The declaration of any future dividends by the Company is within the discretion of the Board of Directors and will be dependent upon, among other things, the earnings, financial condition and capital requirements of the Company, as well as any other factors deemed relevant by the Board of Directors.  Two principal factors in determining the amounts of dividends are (i) the requirement of the Internal Revenue Code that a real estate investment trust distribute to shareholders at least 90% of its real estate investment trust taxable income, and (ii) the amount of the Company's available cash. For more information please see Item 7 included in this Annual Report on Form 10-K.

Each share of Common Stock entitles the holder to one vote.  Each share of Class A Common Stock entitles the holder to 1/20 of one vote per share.  Each share of Common Stock and Class A Common Stock have identical rights with respect to dividends except that each share of Class A Common Stock will receive not less than 110% of the regular quarterly dividends paid on each share of Common Stock.

Purchases of Equity Securities By the Issuer and Affiliated Purchasers

The Board of Directors of the Company has approved a share repurchase program ("Program") for the repurchase of up to 2,000,000 shares, in the aggregate, of Common Stock and Class A Common Stock in open market transactions.  For the three and twelve month periods ending October 31, 2020, the Company did not repurchase shares of any class of stock under the Program.  The Company has repurchased 195,413 shares of Class A Common Stock since the inception the Program.

12

Item 6.  Selected Financial Data.

(In thousands, except per share data)

	Year Ended October 31,
	2020			2019			2018			2017			2016
Balance Sheet Data:
Total Assets	$	1,010,179		$	1,072,304		$	1,008,233		$	996,713		$	931,324
Revolving Credit Line	$	35,000		$	-		$	28,595		$	4,000		$	8,000
Mortgage Notes Payable and Other Loans	$	299,434		$	306,606		$	293,801		$	297,071		$	273,016
Preferred Stock Called For Redemption	$	-		$	75,000		$	-		$	-		$	-
Operating Data:
Total Revenues	$	126,745		$	136,882		$	134,722		$	123,191		$	115,814
Total Expenses and payments to noncontrolling interests	$	100,604		$	101,630		$	99,690		$	91,404		$	84,359
Net Income	$	26,070		$	41,613		$	42,183		$	55,432		$	34,605
Per Share Data:
Net Income from Continuing Operations - Basic:
Class A Common Stock	$	0.23		$	0.59		$	0.68		$	0.92		$	0.57
Common Stock	$	0.20		$	0.53		$	0.61		$	0.82		$	0.50
Net Income from Continuing Operations - Diluted:
Class A Common Stock	$	0.22		$	0.58		$	0.67		$	0.90		$	0.56
Common Stock	$	0.20		$	0.52		$	0.60		$	0.80		$	0.49
Cash Dividends Paid on:
Class A Common Stock	$	0.77		$	1.10		$	1.08		$	1.06		$	1.04
Common Stock	$	0.69		$	0.98		$	0.96		$	0.94		$	0.92
Other Data:
Net Cash Flow Provided by (Used in):
Operating Activities	$	61,883		$	72,317		$	71,584		$	62,995		$	62,081
Investing Activities	$	(18,820	)	$	(14,739	)	$	(20,540	)	$	18,761		$	(82,072	)
Financing  Activities	$	(96,347	)	$	26,216		$	(49,433	)	$	(80,353	)	$	20,639
Funds from Operations (1)	$	45,172		$	51,955		$	55,171		$	43,203		$	43,603

(1) The Company has adopted the definition of Funds from Operations (FFO) suggested by the National Association of Real Estate Investment Trusts (NAREIT) and defines FFO as net income (computed in accordance with generally accepted accounting principles), excluding gains (or losses) from sales of properties plus real estate related depreciation and amortization and after adjustments for unconsolidated joint ventures.  For a reconciliation of net income and FFO, see Management's Discussion and Analysis of Financial Condition and Results of Operations on page 14.  FFO does not represent cash flows from operating activities in accordance with generally accepted accounting principles and should not be considered an alternative to net income as an indicator of the Company's operating performance.  The Company considers FFO a meaningful, additional measure of operating performance because it primarily excludes the assumption that the value of its real estate assets diminishes predictably over time and industry analysts have accepted it as a performance measure.  FFO is presented to assist investors in analyzing the performance of the Company.  It is helpful as it excludes various items included in net income that are not indicative of the Company's operating performance.  However, comparison of the Company's presentation of FFO, using the NAREIT definition, to similarly titled measures for other REITs may not necessarily be meaningful due to possible differences in the application of the NAREIT definition used by such REITs.  For a further discussion of FFO, see Management's Discussion and Analysis of Financial Condition and Results of Operations on page 14.

13

Item 7.  Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with the consolidated financial statements of the Company and the notes thereto included elsewhere in this report, the “Special Note Regarding Forward-Looking Statements” in Part I and “Item 1A. Risk Factors.”

Executive Summary

Overview

We are a fully integrated, self-administered real estate company that has elected to be a Real Estate Investment Trust ("REIT") for federal income tax purposes, engaged in the acquisition, ownership and management of commercial real estate, primarily neighborhood and community shopping centers, anchored by supermarkets, pharmacy/drug-stores and wholesale clubs, with a concentration in the metropolitan tri-state area outside of the City of New York. Other real estate assets include office properties, single tenant retail or restaurant properties and office/retail mixed-use properties.  Our major tenants include supermarket chains and other retailers who sell basic necessities.

At October 31, 2020, we owned or had equity interests in 81 properties, which include equity interests we own in five consolidated joint ventures and six unconsolidated joint ventures, containing a total of 5.3 million square feet of Gross Leasable Area (“GLA”).    Of the properties owned by wholly-owned subsidiaries or joint venture entities that we consolidate, approximately 90.4% was leased (92.9% at October 31, 2019).  Of the properties owned by unconsolidated joint ventures, approximately 91.1% was leased (96.1% at October 31, 2019).

We have paid quarterly dividends to our shareholders continuously since our founding in 1969.

Impact of COVID-19

The following discussion is intended to provide stockholders with certain information regarding the impacts of the COVID-19 pandemic on our business and management’s efforts to respond to those impacts. Unless otherwise specified, the statistical and other information regarding our property portfolio and tenants are estimates based on information available to us as of December 10, 2020. As a result of the rapid development, fluidity and uncertainty surrounding this situation, we expect that such statistical and other information will change going forward, potentially significantly, and may not be indicative of the actual impact of the COVID-19 pandemic on our business, operations, cash flows and financial condition for fiscal 2021 and future periods.

The spread of COVID-19 is having a significant impact on the global economy, the U.S. economy, the economies of the local markets throughout the northeast region in which our properties are located, and the broader financial markets. Nearly every industry has been impacted directly or indirectly, and the U.S. retail market has come under severe pressure due to numerous factors, including preventive measures taken by local, state and federal authorities to alleviate the public health crisis, such as mandatory business closures, quarantines, restrictions on travel and “shelter-in-place” or “stay-at-home” orders.  During the early part of the pandemic, these containment measures, as implemented by the tri-state area of Connecticut, New York and New Jersey, generally permitted businesses designated as “essential” to remain open, although limiting the operations of different categories of our tenants to varying degrees.  Since early summer, many (but not all) of these restrictions have been gradually lifted as the COVID-19 situation in the tri-state area significantly improved, with most businesses now permitted to open at reduced capacity and under other limitations intended to control the spread of COVID-19.  The situation, however, has been evolving as we head deeper into the winter months.

Moreover, not all tenants have been impacted in the same way or to the same degree by the pandemic and the measures adopted to control the spread of COVID-19.   For example, grocery stores, pharmacies and wholesale clubs have been permitted to remain fully open throughout the pandemic and have generally performed well given their focus on food and necessities.  Many restaurants have also been considered essential, although social distancing and group gathering limitations have generally prevented or limited dine-in activity, forcing them to evaluate alternate means of operations, such as outdoor dining, delivery and pick-up.  The large majority of our restaurant tenants are fast casual, rather than full-service restaurants.  For a number of our tenants that operate businesses involving high contact interactions with their customers, such as spas and salons, the negative impact of COVID-19 on their business has been more severe and the recovery more difficult.  Gyms and fitness tenants have experienced varying results. Dry cleaners have also suffered as a result of many workers continuing to work from home.  The following additional information reflects the impact of COVID-19 on our portfolio and tenants:

• All 74 of our shopping centers or free-standing, net-leased retail bank or restaurant properties are open and operating, with 99.1% of our total tenants open and operating based on Annualized Base Rent (“ABR”).

• All of our shopping centers include necessity-based tenants, with approximately 71.4% of our tenants (based on ABR) designated as “essential businesses” during the early stay-at-home period of the pandemic in the tri-state area or otherwise permitted to operate through curbside pick-up and other modified operating procedures in accordance with state guidelines.  These essential businesses are 99.0% open based on ABR.

• Approximately 84% of our GLA is located in properties anchored by grocery stores, pharmacies and wholesale clubs, 6% of our GLA is located in outdoor retail shopping centers adjacent to regional malls and 8% of our GLA is located in outdoor neighborhood convenience retail, with the remaining 2% of our GLA consisting of six suburban office buildings located in Greenwich, Connecticut and Bronxville, New York, three retail bank branches and one childcare center.  All six suburban office buildings are open with some restrictions on capacity based on state mandates and all of the retail bank branches are open.

• As of December 10, 2020, we have received payment of approximately 86.0%, 83.3% and 89.8% of lease income, consisting of contractual base rent (leases in place without consideration of any deferral or abatement agreements), common area maintenance reimbursement and real estate tax reimbursement billed, respectively, for April 2020 through October 2020, the third quarter (May through July) of fiscal 2020 and the fourth quarter (August through October) of fiscal 2020, not including the application of any security deposits.

• Similar to other retail landlords across the United States, we received a number of requests for rent relief from tenants, with most requests received during the early days of the pandemic when stay-at-home orders were in place and many businesses were required to close, but we have continued to receive a smaller number of new requests even after businesses have re-opened, and in some cases, follow-on requests from tenants to whom we had already provided temporarily rent relief.  We have been evaluating each request on a case-by-case basis to determine the best course of action, recognizing that in many cases some type of concession may be appropriate and beneficial to our long-term interests.  In evaluating these requests, we have been considering many factors, including the tenant’s financial strength, the tenant’s operating history, potential co-tenancy impacts, the tenant’s contribution to the shopping center in which it operates, our assessment of the tenant’s long-term viability, the difficult or ease with which the tenant could be replaced, and other factors.  Although each negotiation has been specific to that tenant, most of these concessions have been in the form of deferred rent for some portion of rents due in April through December 2020, or longer, to be paid back over the later part of the lease, preferably within a period of one year or less.  In addition, some of these concessions have been in the form of rent abatements for some portion of tenant rents due in April through December or longer.

• As of October 31, 2020, we had received 396 rent relief requests from our approximately 900 tenants in our consolidated portfolio. Subsequently, approximately 118 of the 396 tenants withdrew their request for rent relief or paid their rent in full. These remaining requests represent 35.0% of our ABR. As of October 31, 2020, we had completed lease amendments with approximately 234 of the tenants that had requested rent relief, representing deferments of approximately $3.4 million in lease income ($854,000 of our fourth quarter lease income) or approximately 3.5% of our ABR and abatements of approximately $1.4 million in lease income ($934,000 of our fourth quarter lease income) or approximately 1.4% of ABR. The weighted average payback period for the $3.4 million of deferred rents is 8.5 months.

Each reporting period we must make estimates as to the collectability of our tenants’ accounts receivable related to base rent, straight-line rent, expense reimbursements and other revenues. Management analyzes accounts receivable by considering tenant creditworthiness, current economic trends, including the impact of the COVID-19 pandemic on tenants’ businesses, and changes in tenants’ payment patterns when evaluating the adequacy of the allowance for doubtful accounts.  As a result of this analysis, we have increased our allowance for doubtful accounts by $426,000 and $3.9 million in the three and twelve months ended October 31, 2020, respectively.  For the year ended October 31, 2020, this increase of $3.9 million represented approximately 4.0% of ABR.  Management has every intention of collecting as much of our billed rents, to the extent feasible, regardless of the requirement under Generally Accepted Accounting Principles ("GAAP") to reserve for uncollectable accounts.  In addition, the GAAP accounting standard governing leases requires, among other things, that if a specific tenant’s future lease payments as contracted are not probable of collection, revenue recognition for that tenant must be converted to cash-basis accounting and be limited to the lesser of the amount billed or collected from that tenant, and any straight-line rental receivables would need to be reversed in the period that the collectability assessment is changed to not probable.  As a result of analyzing our entire tenant base, in the fiscal year ended October 31, 2020, we determined that 64 tenants’ future lease payments were no longer probable of collection (7.1% of our approximate 900 tenants) and, as a result of this assessment, in the three and twelve months ended October 31, 2020 we reversed previously billed lease income in the amount of $551,000 and $2.3 million, respectively.  For the year ended October 31, 2020, this $2.3 million represented approximately 2.4% of ABR.  In addition, as a result of this assessment, we reversed $179,000 and $1.1 million in the three and twelve months ended October 31, 2020, respectively, of accrued straight-line rent receivables related to these 64 tenants.  For the year ended October 31, 2020, this $1.1 million represented approximately 1.1% of ABR.  Both of these reversals, totaling $730,000 and $3.4 million in the three and twelve months ended October 31, 2020, respectively, result in a direct reduction of lease income on our consolidated income statement.

Each reporting period management assesses whether there are any indicators that the value of its real estate investments may be impaired and has concluded that none of its investment properties are impaired at October 31, 2020. The COVID-19 pandemic has however, significantly impacted many of the retail sectors in which our tenants operate, and if the effects of the pandemic are prolonged, it could have a significant adverse impact on the underlying industries of many of our tenants.  We will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will assess our real estate asset portfolio for any impairment indicators as required under GAAP. If we determine that any of our real estate assets are impaired, we would be required to take impairment charges and such amounts could be material. See Footnote 1 to the Notes to the Company’s Consolidated Financial Statements for additional discussion regarding impairment charges.

14

Actions Taken in Response to COVID-19

We have taken a number of proactive measures to maintain the strength of our business and manage the impact of COVID-19 on our operations and liquidity, including the following:

• Along with our tenants and the communities we together serve, the health and safety of our employees is our top priority. We have adapted our operations to protect employees, including by implementing a work-from-home policy in March 2020, which worked seamlessly with no disruption in our service to tenants and other business partners.  On May 20, 2020, in response to a change in the State of Connecticut's mandates, we re-opened our office at less than 50% capacity, with employees encouraged to continue working from home when feasible consistent with business needs.  We continue to closely monitor the recommendations and mandates of federal, state and local governments and health authorities to ensure the safety of our own employees as well as our properties.

• We are in regular communication with our tenants,  providing assistance in identifying local, state and federal resources that may be available to support their businesses and employees during the pandemic, including stimulus funds that may be available under the Coronavirus Aid, Relief, and Economic Security Act of 2020 (the "CARES Act”).  We compiled a robust set of tenant materials explaining these and other programs, which have been posted to the tenant portal on our website, disseminated by e-mail to all of our tenants through the tenant portal of our general ledger system and communicated directly by telephone through our leasing agents.  Each of our tenants was also assigned a leasing agent to whom the tenant can turn with questions and concerns during these uncertain times.

• In addition, we launched a program designating dedicated parking spots for curbside pick-up at our shopping centers for use by all tenants and their customers, assisted restaurant tenants in securing municipal approvals for outdoor seating, and are assisting tenants in many other ways to improve their business prospects.

• To enhance our liquidity position and maintain financial flexibility, we borrowed $35 million under our Unsecured Revolving Credit Facility ("Facility") during March and April 2020 to fund capital improvements and for general corporate purposes.

• At October 31, 2020, we had $40.8 million in cash and cash equivalents on our consolidated balance sheet, and an additional $64 million available under our Facility (excluding the $50 million accordion feature).

• We do not have any unsecured debt maturing until August 2021. Additionally, we do not have any secured debt maturing until January 2022.  All maturing secured debt is generally below a 55% loan-to-value ratio, and we believe we will be able to refinance that debt. Construction related to three large re-tenanting projects, two for grocery stores and one for a national junior anchor, was completed during the second quarter and all three tenants are open and operating as of the date of this report.  We do not have any other material re-tenanting projects ongoing.

• We have taken proactive measures to manage costs, including reducing, where possible, our common area maintenance spending. We have one ongoing construction project at one of our properties, with approximately $4.3 million remaining to complete the project.  Otherwise, only minimal construction is underway.  Further, we expect that the only material capital expenditures at our properties in the near term will be tenant improvements and/or other leasing costs associated with existing and new leases.

• Although we continue to seek opportunities to acquire high-quality neighborhood and community shopping centers, we have temporarily redirected the executives in our acquisition department to help with lease negotiations.

• On March 27, 2020, the President of the United States signed into law the CARES Act.  The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer-side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improvement property.  The Company has availed itself of some of the above benefits afforded by the CARES Act (other than what are commonly referred to as PPP loans).

• On December 27, 2020, a second COVID-19 federal stimulus package was enacted as part of the Consolidated Appropriations Act, 2021 (the "COVID Supplemental Appropriations Act").  Among other things, the COVID Supplemental Appropriations Act will enhance various support features of the previously enacted CARES Act, increase unemployment payments and extend the time frame for unemployment benefits, and re-implement a modified version of the Paycheck Protection Program for small businesses and eligible non-profits.  As with the CARES Act, the Company has disseminated information about the COVID Supplemental Appropriations Act to our tenants through our website and general ledger system.

• On December 15, 2020, our Board of Directors declared a quarterly dividend of $0.125 per Common share and $0.14 per Class A Common share to be paid on January 15, 2021 to holders of record on January 5, 2021, reduced approximately 50% from pre-pandemic dividend levels of $0.25 per Common share and $0.28 per Class A Common share.  The announced dividend level will preserve approximately $5.5 million of cash in the first quarter of fiscal 2021 when compared to our pre-pandemic dividend levels.  Given the reduction of operating cash flow and taxable income caused by tenants’ nonpayment of rent during the period from April through December 2020, the overall uncertainty of the COVID-19 pandemic’s near and potential long-term impact on our business, and the importance of preserving our liquidity position, among other considerations, the Board determined after careful consideration of all information available to them at the time that reducing the quarterly dividend, when compared with the pre-pandemic level, is in the best interests of stockholders. Based on the Company’s updated taxable income projections for the fiscal year ending 2021, we will most likely need to pay dividends over the remainder of the fiscal year at higher levels in order to meet the distribution requirements necessary for it to continue qualifying as a REIT for U.S. federal income tax requirements.  The Board may determine that the increased level would be more appropriate towards the latter part of fiscal 2021 once, hopefully, a vaccine has become widely disseminated, the pandemic has begun to wane and the economy and our properties have returned to some normalcy.  We cannot, however, be certain as to the level or timing of any such dividend increase.  The Board declared the full contractual dividend on both our Series H and Series K Cumulative Preferred Stock, payable on January 29, 2021, to holders of record on January 15, 2021. Going forward, our Board of Directors will continue to evaluate our dividend policy.

We derive revenues primarily from rents and reimbursement payments received from tenants under leases at our properties. Our operating results therefore depend materially on the ability of our tenants to make required rental payments. The extent to which the COVID-19 pandemic impacts the businesses of our tenants, and therefore our operations and financial condition, will depend on future developments which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the COVID-19 pandemic, the actions taken to contain the COVID-19 pandemic or mitigate its impact, and the direct and indirect economic effects of the COVID-19 pandemic and such mitigation measures, among others. See “Risk Factors.”

Strategy, Challenges and Outlook

We have a conservative capital structure, which includes permanent equity sources of Common Stock, Class A Common Stock and two series of perpetual preferred stock, which are only redeemable at our option.  In addition, we have mortgage debt secured by some of our properties.  As mentioned earlier, we do not have any secured debt maturing until January of 2022.

Key elements of our growth strategies and operating policies are to:

• maintain our focus on community and neighborhood shopping centers, anchored principally by regional supermarkets, pharmacy chains or wholesale clubs, which we believe can provide a more stable revenue flow even during difficult economic times because of the focus on food and other types of staple goods;

• acquire quality neighborhood and community shopping centers in the northeastern part of the United States with a concentration on properties in the metropolitan tri-state area outside of the City of New York, and unlock further value in these properties with selective enhancements to both the property and tenant mix, as well as improvements to management and leasing fundamentals, with hopes to grow our assets through acquisitions subject to the availability of acquisitions that meet our investment parameters;

• selectively dispose of underperforming properties and re-deploy the proceeds into potentially higher performing properties that meet our acquisition criteria;

• invest in our properties for the long term through regular maintenance, periodic renovations and capital improvements, enhancing their attractiveness to tenants and customers (e.g. curbside pick-up), as well as increasing their value;

• leverage opportunities to increase GLA at existing properties, through development of pad sites and reconfiguring of existing square footage, to meet the needs of existing or new tenants;

• proactively manage our leasing strategy by aggressively marketing available GLA, renewing existing leases with strong tenants, anticipating tenant weakness when necessary by pre-leasing their spaces and replacing below-market-rent leases with increased market rents, with an eye towards securing leases that include regular or fixed contractual increases to minimum rents;

• improve and refine the quality of our tenant mix at our shopping centers;

• maintain strong working relationships with our tenants, particularly our anchor tenants;

• maintain a conservative capital structure with low debt levels; and

• control property operating and administrative costs.

We believe our strategy of focusing on community and neighborhood shopping centers, anchored principally by regional supermarkets, pharmacy chains or wholesale clubs, is being validated during the COVID-19 pandemic.  We believe the nature of our properties makes them less susceptible to economic downturns than other retail properties whose anchor tenants do not supply basic necessities.   During normal conditions, we believe that consumers generally prefer to purchase food and other staple goods and services in person, and even during the COVID-19 pandemic our supermarkets, pharmacies and wholesale clubs have been posting strong in-person sales.  Moreover, most of our grocery stores have also implemented or expanded curbside pick-up or partnered with delivery services to cater to the needs of their customers during this pandemic.

We recognize, however, that the pandemic may have accelerated a movement towards e-commerce that may be challenging for weaker tenants that lack an omni-channel sales or micro-fulfillment strategy.  We launched a program designating dedicated parking spots for curbside pick-up and are assisting tenants in many other ways to help them quickly adapt to these changing circumstances.  Many tenants have adapted to the new business environment through use of our curbside pick-up program and early industry data seems to indicate that micro-fulfillment from retailers with physical locations may be a new competitive alternative to e-commerce.  It is too early to know which tenants will or will not be successful in making any changes that may be necessary.  It is also too early to determine whether these changes in consumer behavior are temporary or reflect long-term changes.

Moreover, due to the current disruptions in the economy and our marketplace as a result of the COVID-19 pandemic and resulting changes to the short-term and possibly even long-term landscape for brick-and-mortar retail, we anticipate that it will be more difficult to actively pursue and achieve certain elements of our growth strategy.  For example, it will likely be more difficult for us to acquire or sell properties in fiscal 2021 (or possibly beyond), as it may be difficult to value a property correctly given changing circumstances. Additionally, parties may be unwilling to enter into transactions during such uncertainty.  We may also be less willing to enter into developments or capital improvements that require large amounts of upfront capital if the expected return is perceived as delayed or uncertain.  We choose to borrow $35 million under our Facility during March and April 2020 to enhance our liquidity position and maintain financial flexibility, which is an approach consistent with many of our peers.  While we believe we still maintain a conservative capital structure and low debt levels, particularly relative to our peers, our profile may evolve based on changing needs.

We expect that our rent collections will continue to be below our tenants’ contractual rent obligations at least for as long as governmental orders require non-essential businesses to restrict business operations and individuals to adhere to social distancing policies, or potentially until a medical solution is achieved for COVID-19. We will continue to accrue rental revenue during the deferral period, except for tenants for which revenue recognition was converted to cash basis accounting in accordance with ASC Topic 842. However, we anticipate that some tenants eventually will be unable to pay amounts due, and we will incur losses against our rent receivables. The extent and timing of the recognition of such losses will depend on future developments, which are highly uncertain and cannot be predicted. April through November 2020 rental income collections and rent relief requests to date may not be indicative of collections or requests in any future period.

We continue to have active discussions with existing and potential new tenants for new and renewed leases. However, the uncertainty relating to the COVID-19 pandemic has slowed the pace of leasing activity and could result in higher vacancy rates than we otherwise would have experienced, a longer amount of time to fill vacancies and potentially lower rental rates.

As a REIT, we are susceptible to changes in interest rates, the lending environment, the availability of capital markets and the general economy.  The impacts of any changes are difficult to predict, particularly during the course of the current COVID-19 pandemic.

15

Highlights of Fiscal 2020; Recent Developments

Set forth below are highlights of our recent property acquisitions, other investments, property dispositions and financings:

• On November 1, 2019, we redeemed all of the outstanding shares of our Series G Cumulative Preferred Stock for $25 per share with proceeds from our sale of our Series K Cumulative Preferred Stock in October 2019.  The total redemption amount was $75 million.

• In December 2019, we closed on the sale of our property located in Bernardsville, NJ to an unrelated third party for a sale price of $2.7 million, pursuant to a contract we had entered into in August 2019, as that property no longer met our investment objectives. In accordance with GAAP, the property met all the criteria to be classified as held for sale in the fourth quarter of fiscal 2019, and, accordingly, we recorded a loss on property held for sale of $434,000, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2019. The amount of the loss represented the net carrying amount of the property over the fair value of the asset less estimated cost to sell.  Upon completion of the sale in December 2019, we realized an additional loss on sale of property of $86,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020. This loss has been added back to our Funds from Operations (“FFO”) as discussed below in this Item 7.

• In January 2020, we sold for $1.3 million a retail property located in Carmel, NY, as that property no longer met our investment objectives.  In conjunction with the sale, we realized a loss on sale of property in the amount of $242,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020. This loss has been added back to FFO as discussed below in this Item 7.

• In January 2020, we redeemed 2,250 units of UB New City I, LLC from the noncontrolling member.  The total cash price paid for the redemption was $49,500.  As a result of the redemption, our ownership percentage of New City increased to 79.7% from 78.2%.

• In January 2020, we redeemed 23,829 units of UB High Ridge, LLC from the noncontrolling member.  The total cash price paid for the redemption was $560,000.  As a result of the redemption, our ownership percentage of High Ridge increased to 14.2% from 13.3%.

• In March and April 2020, we borrowed an aggregate $35 million on our Facility to fund capital improvements and for general corporate purposes.

• In June 2020, we redeemed 6,750 units of UB New City I, LLC from the noncontrolling member.  The total cash price paid for the redemption was $148,500.  As a result of the redemption, our ownership percentage of New City increased to 84.3% from 79.7%.

• In December 2020 (fiscal 2021), we closed on the sale of a 29,000 square foot portion of our property, which was recently converted into a condominium, located in Pompton Lakes, NJ to Lidl, a national grocery store company, for a sale price of $2.8 million.  We had entered into a purchase and sale agreement in January 2020, subject to various conditions.  In accordance with GAAP, that portion of the property met all the criteria to be classified as held for sale in September of fiscal 2020, and accordingly, we recorded a loss on property held for sale of $5.7 million, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020. The amount of the loss represented the net carrying amount of that portion of the property over the fair value of that portion of the property, less the estimated cost to sell. This loss has been added back to our FFO as discussed below in this Item 7. Lidl will operate a grocery store on its portion of the property.  The 29,000 square foot portion of the property sold was approximately half of a vacant space that was previously leased and occupied by A&P.  A&P went bankrupt several years ago and the space had remained vacant.  In considering many options for the use of this space, we determined that the best course of action for the Company to maximize the value of the space was to sell this portion of the property to a leading grocery store company and to re-develop the balance of the 63,000 square foot space into 4,000 square feet of additional retail and a 50,000 square foot self-storage facility, which will be managed by Extra Space Storage.  The square footage of the self-storage facility reflects the intended vertical expansion of our retained space. We believe that once completed and leased, the self-storage facility will add approximately $7 million in value to the shopping center over and above our development costs.

16

Leasing

Rollovers

For the fiscal year 2020, we signed leases for a total of 405,000 square feet of predominantly retail space in our consolidated portfolio.  New leases for vacant spaces were signed for 63,000 square feet at an average rental decrease of 10.8% on a cash basis, excluding 5,400 square feet of new leases for which there was no prior rent history available.  Renewals for 342,000 square feet of space previously occupied were signed at an average rental increase of 1.5% on a cash basis.

Tenant improvements and leasing commissions averaged $29 per square foot for new leases and $0.45 per square foot for renewals for the fiscal year ended 2020. The average term for new leases was 4 years and the average term for renewal leases was 4 years.

The rental increases/decreases associated with new and renewal leases generally include all leases signed in arms-length transactions reflecting market leverage between landlords and tenants during the period. The comparison between average rent for expiring leases and new leases is determined by including minimum rent paid on the expiring lease and minimum rent to be paid on the new lease in the first year. In some instances, management exercises judgment as to how to most effectively reflect the comparability of spaces reported in this calculation. The change in rental income on comparable space leases is impacted by numerous factors including current market rates, location, individual tenant creditworthiness, use of space, market conditions when the expiring lease was signed, the age of the expiring lease, capital investment made in the space and the specific lease structure. Tenant improvements include the total dollars committed for the improvement (fit-out) of a space as it relates to a specific lease but may also include base building costs (i.e. expansion, escalators or new entrances) that are required to make the space leasable.  Incentives (if applicable) include amounts paid to tenants as an inducement to sign a lease that do not represent building improvements.

The leases signed in 2020 generally become effective over the following one to two years. There is risk that some new tenants will not ultimately take possession of their space and that tenants for both new and renewal leases may not pay all of their contractual rent due to operating, financing or other reasons.

Traditionally, we have seen overall positive increases in rental income for renewal leases. With the uncertainty of the COVID-19 pandemic and the many unknown factors that we, our tenants and the commercial real estate industry face from the pandemic, it is difficult to predict leasing trends for new leases into the near future.

Significant Events with Impacts on Leasing

In March 2020, we delivered two spaces to Dollar Tree and Family Dollar, to replace a grocery tenant that had previously occupied a 30,600 square foot space at our Passaic, NJ property.  We signed new leases with these tenants in May 2019 for a large portion of the original 30,600 square foot space. Both of these stores are now open.

In April 2020, we delivered a 26,800 square foot junior anchor space at the Orange Meadows Shopping Center to the TJX Companies, Inc., which will operate a TJ Maxx store that is expected to open in March of 2021.  The space was delivered pursuant to a lease we signed in January 2019.

In January 2020, we delivered a 40,000 square foot grocery-store space at the Valley Ridge Shopping Center to Whole Foods Market, which opened in September 2020.  The space was delivered pursuant to a lease we signed in April 2018.

In December 2019, we delivered a 30,000 square foot grocery-store space at one of our Eastchester, NY properties to DeCicco’s Supermarket, which opened in October 2020.  The space was delivered pursuant to a lease we signed in August 2017.

In 2017, Toys R’ Us and Babies R’ Us (“Toys”) filed a voluntary petition under chapter 11 of title 11 of the United States Bankruptcy Code, and subsequently liquidated the company.  Toys ground leased 65,700 square feet of space at our Danbury, CT shopping center.  In August 2018, this lease was purchased out of bankruptcy from Toys and assumed by a new owner.  The base lease rate for the 65,700 square foot space was and remains at $0 for the duration of the lease, and we did not have any other leases with Toys, so our cash flow was not impacted by the bankruptcy of Toys.  As of the date of this report, the new owner of this ground lease has informed us that they are selling the lease to a national retailer, however the transaction has not closed yet.

Impact of Inflation on Leasing

Our long-term leases contain provisions to mitigate the adverse impact of inflation on our operating results. Such provisions include clauses entitling us to receive (a) scheduled base rent increases and (b) percentage rents based upon tenants’ gross sales, which generally increase as prices rise. In addition, many of our non-anchor leases are for terms of less than ten years, which permits us to seek increases in rents upon renewal at then current market rates if rents provided in the expiring leases are below then existing market rates. Most of our leases require tenants to pay a share of operating expenses, including common area maintenance, real estate taxes, insurance and utilities, thereby reducing our exposure to increases in costs and operating expenses resulting from inflation.

Critical Accounting Policies

Critical accounting policies are those that are both important to the presentation of the Company’s financial condition and results of operations and require management’s most difficult, complex or subjective judgments.  For a further discussion about the Company's critical accounting policies, please see Note 1 to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.

17

Liquidity and Capital Resources

Overview

At October 31, 2020, we had cash and cash equivalents of $40.8 million (see below), compared to $94.1 million at October 31, 2019.  Our sources of liquidity and capital resources include operating cash flows from real estate operations, proceeds from bank borrowings and long-term mortgage debt, capital financings and sales of real estate investments.  Substantially all of our revenues are derived from rents paid under existing leases, which means that our operating cash flow depends on the ability of our tenants to make rental payments.  As a result of state mandates forcing many non-essential businesses to close or restricting store operations to help prevent the spread of COVID-19, many of our tenants are suffering.  Please see the "Impact of COVID-19" section earlier in this Item 7 for more information. In fiscal 2020, 2019 and 2018, net cash flow provided by operations amounted to $61.9 million, $72.3 million and $71.6 million, respectively.

On November 1, 2019, we redeemed all 3,000,000 outstanding shares of our 6.75% Series G Cumulative Preferred Stock for $25 per share, which included all accrued and unpaid dividends.  The total amount of the redemption amounted to $75 million.  The redemption was funded with proceeds from our recently completed sale of 4,400,000 shares of 5.875% Series K Cumulative preferred stock.  We issued the Series K shares on October 1, 2019 and raised proceeds of $106.5 million.

Our short-term liquidity requirements consist primarily of normal recurring operating expenses and capital expenditures, debt service, management and professional fees, cash distributions to certain limited partners and non-managing members of our consolidated joint ventures, and regular dividends paid to our Common and Class A Common stockholders.  Cash dividends paid on Common and Class A Common stock for fiscal years ended October 31, 2020, 2019 and 2018 totaled $30.0 million, $42.6 million and $41.6 million, respectively.  Historically, we have met short-term liquidity requirements, which is defined as a rolling twelve-month period, primarily by generating net cash from the operation of our properties.   As a result of the COVID-19 pandemic, we have made a number of concessions in the form of deferred rents and rent abatements, as more extensively discussed under the “Impact of Covid-19” section earlier in this Item 7.  To the extent rent deferral arrangements remain collectible, it will reduce operating cash flow in the near term but most likely increase operating cash flow in future periods.  This process is ongoing. 

On December 15, 2020, our Board of Directors declared a quarterly dividend of $0.125 per Common share and $0.14 per Class A Common share to be paid on January 15, 2021 to holders of record on January 5, 2021, reduced approximately 50% from pre-pandemic levels.  The announced dividend level will preserve approximately $5.5 million of cash in the first quarter of fiscal 2021 when compared to our pre-pandemic dividend levels.  The Board declared the full contractual dividend on both our Series H and Series K Cumulative Preferred Stock, payable on January 29, 2021 to holders of record on January 15, 2021. Going forward, our Board of Directors will continue to evaluate our dividend policy and adjust the levels accordingly based on their assessment of how the pandemic is affecting the cash flow of the Company and the level of distributions required to allow the Company to continue to qualify as a REIT for Federal Income tax purposes.

Our long-term liquidity requirements consist primarily of obligations under our long-term debt, dividends paid to our preferred stockholders, capital expenditures and capital required for acquisitions.  In addition, the limited partners and non-managing members of our five consolidated joint venture entities, McLean Plaza Associates, LLC, UB Orangeburg, LLC, UB High Ridge, LLC, UB Dumont I, LLC and UB New City I, LLC, have the right to require us to repurchase all or a portion of their limited partner or non-managing member interests at prices and on terms as set forth in the governing agreements.  See Note 5 to the financial statements included in Item 8 of this Report on Annual Report on Form 10-K.  Historically, we have financed the foregoing requirements through operating cash flow, borrowings under our Facility, debt refinancings, new debt, equity offerings and other capital market transactions, and/or the disposition of under-performing assets, with a focus on keeping our debt level low.  We expect to continue doing so in the future.  We cannot assure you, however, that these sources will always be available to us when needed, or on the terms we desire.

Capital Expenditures

We invest in our existing properties and regularly make capital expenditures in the ordinary course of business to maintain our properties. We believe that such expenditures enhance the competitiveness of our properties. For the fiscal year ended October 31, 2020, we paid approximately $22.3 million for property improvements, tenant improvements and leasing commission costs ($1.9 million representing property improvements, $11.3 million in property improvements related to our Stratford project (see paragraph below) and approximately $9.1 million related to new tenant space improvements, leasing costs and capital improvements as a result of new tenant spaces).  The amount of these expenditures can vary significantly depending on tenant negotiations, market conditions and rental rates. We expect to incur approximately $7.6 million for anticipated capital improvements, tenant improvements/allowances and leasing costs related to new tenant leases and property improvements during fiscal 2021.  This amount is inclusive of commitments for the Stratford, CT development discussed directly below.  These expenditures are expected to be funded from operating cash flows, bank borrowings or other financing sources.  As a result of the ongoing COVID-19 pandemic, we have suspended all significant capital improvement projects other than the completion of our Stratford, CT project discussed below.

We are currently in the process of developing 3.4 acres of recently-acquired land adjacent to a shopping center we own in Stratford, CT.  We completed one pad-site building totaling approximately 3,200 square feet, which is 75% leased to Chipotle, and a self-storage facility of approximately 131,000 square feet, which will be managed for us by Extra Space Storage. In addition, we will be building a second pad site, which is leased to a national restaurant company but construction has not begun while we complete a billboard relocation on the site. We anticipate the total development cost will be approximately $18.2 million (excluding land acquisition cost), of which we have already funded $13.4 million as of October 31, 2020 and plan on funding the balance with available cash, borrowings on our Facility or other sources, as more fully described earlier in this Item 7. 

Financing Strategy, Unsecured Revolving Credit Facility and Other Financing Transactions

Our strategy is to maintain a conservative capital structure with low leverage levels by commercial real estate standards.  Mortgage notes payable and other loans of $299.4 million primarily consist of $1.7 million in variable rate debt with an interest rate of 5.0%  as of October 31, 2020 and $297.7 million in fixed-rate mortgage loan and unsecured note indebtedness with a weighted average interest rate of 4.1% at October 31, 2020.  The mortgages are secured by 24 properties with a net book value of $540 million and have fixed rates of interest ranging from 3.5% to 4.9%.  The $1.7 million in variable rate debt is unsecured.  We may refinance our mortgage loans, at or prior to scheduled maturity, through replacement mortgage loans.  The ability to do so, however, is dependent upon various factors, including the income level of the properties, interest rates and credit conditions within the commercial real estate market. Accordingly, there can be no assurance that such re-financings can be achieved.

In addition, from time to time we have amounts outstanding on our Facility (see below) that are not fixed through an interest rate swap or otherwise. See “Item 7.A. Quantitative and Qualitative Disclosures about Market Risk” included in this Annual Report on Form 10-K for additional information on our interest rate risk.  At October 31, 2020, we had $35 million outstanding on our Facility.

We currently maintain a ratio of total debt to total assets below 33% and a fixed charge coverage ratio of over 3.28 to 1 (excluding preferred stock dividends), which we believe will allow us to obtain additional secured mortgage loans or other types of borrowings, if necessary.  We own 51 properties in our consolidated portfolio that are not encumbered by secured mortgage debt.  At October 31, 2020, we had borrowing capacity of $64 million on our Facility.  Our Facility includes financial covenants that limit, among other things, our ability to incur unsecured and secured indebtedness.  See Note 4 to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K for additional information on these and other restrictions.

Unsecured Revolving Credit Facility and Other Property Financings

We have a $100 million unsecured revolving credit facility with a syndicate of three banks, BNY Mellon, Bank of Montreal and Wells Fargo N.A. with the ability under certain conditions to additionally increase the capacity to $150 million, subject to lender approval.  The maturity date of the Facility is August 23, 2021.  Borrowings under the Facility can be used for general corporate purposes and the issuance of up to $10 million of letters of credit.  Borrowings will bear interest at our option of Eurodollar rate plus 1.35% to 1.95% or BNY Mellon's prime lending rate plus 0.35% to 0.95%, based on consolidated indebtedness, as defined.  We pay a quarterly commitment fee on the unused commitment amount of 0.15% to 0.25% per annum, based on outstanding borrowings during the year.  As of October 31, 2020, we had $35 million in outstanding borrowings on the Facility.  Our ability to borrow under the Facility is subject to our compliance with the covenants and other restrictions on an ongoing basis.  As discussed above, the principal financial covenants limit our level of secured and unsecured indebtedness and additionally require us to maintain certain debt coverage ratios.  We were in compliance with such covenants at October 31, 2020.  We are currently in the process of working on an extension of our revolver, which we hope to complete in our first or second quarter of fiscal 2021.

During the year ended October 31, 2020, we borrowed $35 million on our Facility to fund capital improvements to our properties and for general corporate purposes.

See Note 4 to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K for a further description of mortgage financing transactions in fiscal 2020 and 2019.

Net Cash Flows from Operating Activities

Variance from fiscal 2019 to 2020:

The decrease in operating cash flows when compared with the corresponding prior period was primarily related to an increase in our tenant accounts receivable, or a reduction of lease income related to the impact of the COVID-19 pandemic and increase in other assets offset by an increase in accounts payable and accrued expenses.

Variance from fiscal 2018 to 2019:

The increase in operating cash flows was primarily due to our properties generating additional operating income in the fiscal year ended October 31, 2019 when compared with the corresponding prior period.  This additional operating income was predominantly from properties acquired in fiscal 2018 and fiscal 2019 offset by a decrease in lease termination income of $3.6 million in fiscal 2019 when compared with fiscal 2018.  In fiscal 2018 one of our grocery store tenants paid us $3.7 million to terminate its lease early.

Net Cash Flows from Investing Activities

Variance from 2019 to 2020:

The increase in net cash flows used in investing activities in the year ended October 31, 2020 when compared to the corresponding prior period was the result of one of our unconsolidated joint ventures selling a property in fiscal 2019 and distributing our share of the sales proceeds to us in the amount of $6.0 million.  The increase was further accentuated by our investing an additional $3.7 million in our properties in fiscal 2020 when compared with fiscal 2019.  In addition, we generated $5.7 million less in net proceeds from the purchase and sale of marketable securities in fiscal 2020 when compared to the corresponding period of fiscal 2019. This net increase was offset by our purchasing one property in fiscal 2019 for $11.8 million.  We did not purchase any properties in fiscal 2020.

Variance from 2018 to 2019:

The decrease in net cash flows used in investing activities in fiscal 2019 when compared to fiscal 2018 was the result of selling our marketable security portfolio in the second quarter of fiscal 2019 and realizing proceeds on that sale of $6 million.  The marketable securities were purchased in the first half of fiscal 2018.  These transactions created an $11 million positive variance in cash flows from investing activities in fiscal 2019 when compared with the corresponding prior period. In addition, the decrease in cash flows used in investing activities was the result of one of our unconsolidated joint ventures selling a property it owned in the second quarter of fiscal 2019 and distributing $5 million in sales proceeds to us.  In addition, this decrease in net cash used by investing activities was the result of us selling one property in fiscal 2019 that provided $3.4 million in sales proceeds versus having no property sales in the corresponding prior period.  This decrease in net cash used by investing activities was partially offset by us acquiring one property for $12 million in fiscal 2019 versus purchasing three properties in fiscal 2018 that required $6.8 million in equity and expending $10.5 million more for improvements to properties and deferred charges in fiscal 2019 versus the corresponding prior period.

We regularly make capital investments in our properties for property improvements, tenant improvements costs and leasing commissions.

Net Cash Flows from Financing Activities

Cash generated:

Fiscal 2020: (Total $35.2 million)

● Proceeds from revolving credit line borrowings in the amount of $35.0 million.

Fiscal 2019: (Total $178.9 million)

● Proceeds from revolving credit line borrowings in the amount of $25.5 million.

● Proceeds from mortgage financing of $47 million.

● Proceeds from the issuance of a new series of preferred stock totaling $106.2 million.

Fiscal 2018: (Total $43.8 million)

● Proceeds from revolving credit line borrowings in the amount of $33.6 million.

● Proceeds from mortgage financing of $10 million.

Cash used:

Fiscal 2020: (Total $131.5 million)

● Dividends to shareholders in the amount of $44.2 million.

● Repayment of mortgage notes payable in the amount of $7.1 million.

● Acquisitions of noncontrolling interests in the amount of $3.9 million.

● Redemption of preferred stock series in the amount of $75.0 million.

Fiscal 2019: (Total $152.7 million)

● Dividends to shareholders in the amount of $55.4 million.

● Repayment of mortgage notes payable in the amount of $33.4 million.

● Repayment of revolving credit line borrowings in the amount of $54.1 million.

● Additional acquisitions and distributions to noncontrolling interests of $9.5 million.

Fiscal 2018: (Total $87.3 million)

● Dividends to shareholders in the amount of $53.9 million.

● Repayment of mortgage notes payable in the amount of $24.1 million.

● Repayment of revolving credit line borrowings in the amount of $9 million.

18

Results of Operations

Fiscal 2020 vs. Fiscal 2019

The following information summarizes our results of operations for the years ended October 31, 2020 and 2019 (amounts in thousands):

	Year Ended October 31,												Change Attributable to:
Revenues	2020			2019			Increase (Decrease)			% Change			Property Acquisitions/Sales			Properties Held in Both Periods (Note 1)
Base rents	$	99,387		$	100,459		$	(1,072	)		(1.1	)%	$	(351	)	$	(721	)
Recoveries from tenants		28,889			32,784			(3,895	)		(11.9	)%		(9	)		(3,886	)
Uncollectable amounts in lease income		(3,916	)		(956	)		2,960			309.6	%		-			2,960
ASC Topic 842 cash basis lease income reversal		(3,419	)		-			(3,419	)		(100.0	)%		(9	)		(3,410	)
Lease termination		705			221			484			219.0	%		-			484
Other income		5,099			4,374			725			16.6	%		(241	)		966
Operating Expenses
Property operating		19,542			22,151			(2,609	)		(11.8	)%		(264	)		(2,345	)
Property taxes		23,464			23,363			101			0.4	%		(74	)		175
Depreciation and amortization		29,187			27,930			1,257			4.5	%		(99	)		1,356
General and administrative		10,643			9,405			1,238			13.2	%		n/a			n/a
Non-Operating Income/Expense
Interest expense		13,508			14,102			(594	)		(4.2	)%		303			(897	)
Interest, dividends, and other investment income		398			403			(5	)		(1.2	)%		n/a			n/a

Note 1 – Properties held in both periods includes only properties owned for the entire periods of 2020 and 2019 and for interest expense the amount also includes parent company interest expense.  All other properties are included in the property acquisition/sales column.  There are no properties excluded from the analysis.

Base rents decreased by 1.1% to $99.4 million for the fiscal year ended October 31, 2020 as compared with $100.5 million in the comparable period of 2019.  The change in base rent and the changes in other income statement line items analyzed in the table above were attributable to:

Property Acquisitions and Properties Sold:

In fiscal 2019, we purchased one property totaling 177,000 square feet, and sold one property totaling 10,100 square feet.  In fiscal 2020, we sold two properties totaling 18,100 square feet.  These properties accounted for all of the revenue and expense changes attributable to property acquisitions and sales in the year ended October 31, 2020 when compared with fiscal 2019.

Properties Held in Both Periods:

Revenues

Base Rent

The net decrease in base rents for the fiscal year ended October 31, 2020, when compared to the corresponding prior period was predominantly caused by a decrease in base rent revenue at seven properties related to tenant vacancies.  The most significant of these vacancies were the vacating of TJ Maxx at our New Milford, CT property, the vacancy of two tenants at our Bethel, CT property, the vacancy of three tenants at our Cos Cob, CT property, the vacancy of two tenants at our Orange, CT property, the vacancy of five tenants at our Katonah, NY property and the vacancy caused by the bankruptcy of Modell's at our Ridgeway shopping center in Stamford, CT. In addition, base rent decreased as a result of providing a rent reduction for the grocery store tenant at our Bloomfield, NJ property.  This net decrease was partially offset by an increase in base rents at most properties related to normal base rent increases provided for in our leases, new leasing at some properties and base rent revenue related to two new grocery store leases and one junior anchor lease for which rental recognition began in fiscal 2020.  The new grocery tenants are Whole Foods at our Valley Ridge shopping center in Wayne, NJ and DeCicco's at our Eastchester, NY property.  The new junior anchor tenant is TJX at our property located in Orange, CT.

In fiscal 2020, we leased or renewed approximately 405,000 square feet (or approximately 8.9% of total GLA).  At October 31, 2020, the Company’s consolidated properties were 90.4% leased (92.9% leased at October 31, 2019).

Tenant Recoveries

For the fiscal year ended October 31, 2020, recoveries from tenants (which represent reimbursements from tenants for operating expenses and property taxes) decreased by a net $3.9 million when compared with the corresponding prior period. The decrease was the result of having lower common area maintenance expenses in fiscal 2020 when compared with fiscal 2019.  This decrease was caused by significantly lower snow removal costs in the winter of 2020 when compared with the winter of 2019.  In addition, throughout our third and fourth quarters of fiscal 2020, in response to the COVID-19 pandemic we made a conscious effort to reduce common area maintenance costs at our shopping centers to help reduce the overall tenant reimbursement rents charged to our tenants.  In addition, the reduction was caused by a negative variance relating to reconciliation of the accruals for real estate tax recoveries billed to tenants in the first half of fiscal 2019 and 2020.  The decrease was further accentuated by accruing a lower percentage of recovery at most of our properties as a result of our assessment that many of our smaller local tenants will have difficulty paying the full amounts required under their leases as a result of the COVID-19 pandemic.  This assessment was based on the fact that many smaller tenants' businesses were deemed non-essential by the states where they operate and were forced to close for a portion of fiscal 2020.  These net decreases were offset by increased tax assessments at our other properties held in both periods, which increases the amount of tax due and the amount billed back to tenants for those billings.

Uncollectable Amounts in Lease Income

In the fiscal year ended October 31, 2020, uncollectable amounts in lease income increased by $3.0 million when compared to fiscal 2019.  This increase was predominantly the result of our assessment of the collectability of existing non-credit small shop tenants' receivables given the on-going COVID-19 pandemic.  Many non-credit small shop tenants' businesses were deemed non-essential by the states where they operate and were forced to close for a portion of fiscal 2020.  Our assessment was based on the premise that as we emerge from the COVID-19 pandemic, our non-credit small shop tenants will need to use most of their resources to re-establish their business footing and any existing accounts receivable attributable to these tenants would most likely be uncollectable.

ASC Topic 842 Cash Basis Lease Income Reversals

The Company adopted ASC Topic 842 "Leases" at the beginning of fiscal 2020.  ASC Topic 842 requires amongst other things, that if the collectability of a specific tenant’s future lease payments as contracted are not probable of collection, revenue recognition for that tenant must be converted to cash-basis accounting and be limited to the lesser of the amount billed or collected from that tenant and in addition, any straight-line rental receivables would need to be reversed in the period that the collectability assessment changed to not probable.  As a result of analyzing our entire tenant base, we determined that as a result of the COVID-19 pandemic 64 tenants' future lease payments were no longer probable of collection (7.1% of our approximate 900 tenants), and as a result of this assessment in fiscal 2020, we reversed $2.3 million of previously billed lease income that was uncollected, which represented 2.4% of our ABR.  In addition, as a result of this assessment, we reversed $1.1 million of accrued straight-line rent receivables related to these 64 tenants, which equated to an additional 1.1% of our ABR. These reductions are a direct reduction of lease income in fiscal 2020.

Expenses

Property Operating

In the fiscal year ended October 31, 2020, property operating expenses decreased by $2.3 million as a result of a large decrease in snow removal costs and parking lot repairs in fiscal 2020 when compared with fiscal 2019 and an overall reduction of other common area maintenance expenses as a result of COVID-19 pandemic as discussed above.

Property Taxes

In the fiscal year ended October 31, 2020, property tax expense was relatively unchanged when compared with the corresponding prior period.  In the first half of fiscal 2020, one of our properties received a large real estate tax expense reduction as a result of a successful tax reduction proceeding. This decrease was offset by increased tax assessments at our other properties held in both periods, which increased the amount of tax due.

Interest

In fiscal year ended October 31, 2020, interest expense decreased by $897,000 when compared with the corresponding prior period, as a result of a reduction in interest expense related to our Facility.  In October 2019, we used a portion of the proceeds from a new series of preferred stock to repay all amounts outstanding on our Facility.  In addition, the decrease was caused by our repayment of a mortgage secured by our Rye, NY properties at the end of fiscal 2019 with available cash, which reduced interest expense by $183,000.

Depreciation and Amortization

In the fiscal year ended October 31, 2020, depreciation and amortization increased by $1.4 million when compared with the prior period, primarily as a result of a write-off of tenant improvements related to tenants that vacated our Danbury, CT, Newington, NH, Derby, CT and Stamford, CT properties in fiscal 2020 and increased depreciation for tenant improvements for large re-tenanting projects at our Orange, CT and Wayne, NJ properties.

General and Administrative Expenses

In the fiscal year ended October 31, 2020, general and administrative expenses increased by $1.2 million when compared with the corresponding prior period, primarily as a result of an increase of $1.4 million in restricted stock compensation expense in the second quarter of fiscal 2020 for the accelerated vesting of the grant value of restricted stock for our former Chairman Emeritus when he passed away in the second quarter of fiscal 2020. 

19

Fiscal 2019 vs. Fiscal 2018

The following information summarizes our results of operations for the years ended October 31, 2019 and 2018 (amounts in thousands):

	Year Ended October 31,												Change Attributable to:
Revenues	2019			2018			Increase (Decrease)			% Change			Property Acquisitions/Sales		Properties Held in Both Periods (Note 2)
Base rents	$	100,459		$	96,943		$	3,516			3.6	%	$	2,816	$	700
Recoveries from tenants		32,784			31,144			1,640			5.3	%		1,091		549
Uncollectable amounts in lease income		(956	)		(857	)		(99	)		11.6	%		-		(99	)
Lease termination		221			3,795			(3,574	)		(94.2	)%		-		(3,574	)
Other income		4,374			3,697			677			18.3	%		270		407
Operating Expenses
Property operating		22,151			22,235			(84	)		(0.4	)%		990		(1,074	)
Property taxes		23,363			21,167			2,196			10.4	%		820		1,376
Depreciation and amortization		27,930			28,327			(397	)		(1.4	)%		412		(809	)
General and administrative		9,405			9,223			182			2.0	%		n/a		n/a
Non-Operating Income/Expense
Interest expense		14,102			13,678			424			3.1	%		213		211
Interest, dividends, and other investment income		403			350			53			15.1	%		n/a		n/a

Note 2 – Properties held in both periods includes only properties owned for the entire periods of 2019 and 2018 and for interest expense the amount also includes parent company interest expense.  All other properties are included in the property acquisition/sales column.  There are no properties excluded from the analysis.

Base rents increased by 3.6% to $100.5 million in fiscal 2019, as compared with $96.9 million in the comparable period of 2018.  The increase in base rents and the changes in other income statement line items were attributable to:

Property Acquisitions and Properties Sold:

In fiscal 2018, we purchased three properties totaling 53,700 square feet of GLA.  In fiscal 2019, we purchased one property totaling 177,000 square feet and sold one property totaling 10,100 square feet.  These properties accounted for all of the revenue and expense changes attributable to property acquisitions and sales in the fiscal year ended 2019 when compared with fiscal 2018.

Properties Held in Both Periods:

Revenues

Base Rent

The net increase in base rents for the fiscal year ended 2019 when compared to the corresponding prior period, was predominantly caused by positive leasing activity at several properties held in both periods accentuated by a lease renewal with a grocery-store tenant at a significantly higher rent than the expiring period rent, both of which created a positive variance in base rent.

In fiscal 2019, we leased or renewed approximately 676,000 square feet (or approximately 14.8% of total consolidated property leasable area).  At October 31, 2019, the Company’s consolidated properties were 92.9% leased (93.2% leased at October 31, 2018).

Tenant Recoveries

In the fiscal year ended 2019, recoveries from tenants (which represent reimbursements from tenants for operating expenses and property taxes) increased by $549,000 when compared with the corresponding prior period. This increase was a result of an increase in property tax expense caused by an increase in property tax assessments predominantly related to properties the Company owns in Stamford, CT.  This increase was partially offset by a decrease in property operating expenses mostly related to a decrease in snow removal costs at our properties owned in both periods.

Lease Termination Income

In April 2018, we reached agreement with the grocery tenant at our Newark, NJ property to terminate its 63,000 square foot lease in exchange for a one-time $3.7 million lease termination payment, which we received and recorded as revenue in the second quarter of fiscal 2018.  Also in March 2018, we leased that same space to a new grocery store operator who took possession in May 2018.  While the rental rate on the new lease is 30% less than the rental rate on the terminated lease, we hope that part of this decreased rental rate will be recaptured with the receipt of percentage rent in subsequent years as the store matures and its sales increase.  The new lease required no tenant improvement allowance.

Expenses

Property Operating

In the fiscal year ended October 31, 2019, property operating expenses decreased by $1.1 million when compared with the corresponding prior period, predominantly as a result of a decrease in snow removal costs at our properties owned in both periods.

Property Taxes

In the fiscal year ended October 31, 2019, property taxes increased by $1.4 million when compared with the corresponding prior period, as a result of an increase in property tax assessments for a number of our properties owned in both periods, specifically those located in Stamford, CT.

Interest

In the fiscal year ended October 31, 2019, interest expense increased by a net $211,000 when compared with the corresponding prior period as a result of the Company having a larger balance drawn on its Facility for a large portion of fiscal 2019 when compared with the corresponding prior periods, offset by mortgage refinancings at lower interest rates than the refinanced mortgage notes.

Depreciation and Amortization

In the fiscal year ended October 31, 2019, depreciation and amortization decreased by $809,000 when compared with the prior period primarily as a result of increased ASC Topic 805 amortization expense for lease intangibles in fiscal year ended October 31, 2018 for a tenant who vacated the property and whose lease was terminated.

General and Administrative Expenses

General and administrative expense was relatively unchanged in the fiscal year ended October 31, 2019 when compared with the corresponding prior period.

20

Funds from Operations

We consider Funds from Operations (“FFO”) to be an additional measure of our operating performance.  We report FFO in addition to net income applicable to common stockholders and net cash provided by operating activities.  Management has adopted the definition suggested by The National Association of Real Estate Investment Trusts (“NAREIT”) and defines FFO to mean net income (computed in accordance with GAAP) excluding gains or losses from sales of property, plus real estate-related depreciation and amortization and after adjustments for unconsolidated joint ventures.

Management considers FFO a meaningful, additional measure of operating performance because it primarily excludes the assumption that the value of our real estate assets diminishes predictably over time and industry analysts have accepted it as a performance measure.  FFO is presented to assist investors in analyzing our performance.  It is helpful as it excludes various items included in net income that are not indicative of our operating performance, such as gains (or losses) from sales of property and depreciation and amortization.  However, FFO:

● does not represent cash flows from operating activities in accordance with GAAP (which, unlike FFO, generally reflects all cash effects of transactions and other events in the determination of net income); and

● should not be considered an alternative to net income as an indication of our performance.

FFO as defined by us may not be comparable to similarly titled items reported by other real estate investment trusts due to possible differences in the application of the NAREIT definition used by such REITs.  The table below provides a reconciliation of net income applicable to Common and Class A Common Stockholders in accordance with GAAP to FFO for each of the three years in the period ended October 31, 2020, 2019 and 2018 (amounts in thousands):

	Year Ended October 31,
	2020		2019		2018
Net Income Applicable to Common and Class A Common Stockholders	$	8,533	$	22,128	$	25,217
Real property depreciation		22,662		22,668		22,139
Amortization of tenant improvements and allowances		4,694		3,521		4,039
Amortization of deferred leasing costs		1,737		1,652		2,057
Depreciation and amortization on unconsolidated joint ventures		1,499		1,505		1,719
(Gain)/loss on sale of properties		6,047		19		-
Loss on sale of property of unconsolidated joint venture		-		462		-
Funds from Operations Applicable to Common and Class A Common Stockholders	$	45,172	$	51,955	$	55,171

FFO amounted to $45.2 million in fiscal 2020 compared to $52.0 million in fiscal 2019 and $55.2 million in fiscal 2018.

The net decrease in FFO in fiscal 2020 when compared with fiscal 2019 was predominantly attributable, among other things, to:

Decreases:

• A net decrease in base rents for the fiscal year ended October 31, 2020, when compared to the corresponding prior period caused by a decrease in base rent revenue at seven properties related to tenant vacancies offset by an increase in base rents at most properties related to normal base rent increases provided for in our leases, new leasing at some properties and base rent revenue related to two new grocery store leases and one junior anchor lease for which rental recognition began in fiscal 2020.  Please see operating expense variance explanations earlier in this Item 7.

• An increase in uncollectable amounts in lease income of $3.0 million.  This increase was the result of our assessment of the collectability of existing non-credit small shop tenants' receivables given the ongoing COVID-19 pandemic.  Many non-credit, small shop tenants' businesses were deemed non-essential by the states where they operate and were forced to close for a portion of our fiscal year, until states loosened their restrictions and allowed almost all businesses to re-open, although some with operational restrictions.  Our assessment was based on the premise that as we emerge from the COVID-19 pandemic, our non-credit, small shop tenants will need to use most of their resources to re-establish their business footing, and any existing accounts receivable attributable to those tenants would most likely be uncollectable.

• An increase in the write-off of lease income for tenants in our portfolio whose future lease payments were deemed to be not probable of collection, requiring us under GAAP to convert revenue recognition for those tenants to cash-basis accounting.  This caused a write off of previously billed but unpaid lease income of $2.3 million and the reversal of accrued straight-line rents receivable for these aforementioned tenants of $1.1 million.

• A decrease in variable lease income (cost recovery income) related to the COVID-19 pandemic.  In fiscal 2020, we lowered our percentage of recovery at most of our properties as a result of our assessment that many of our non-credit, small shop tenants will have difficulty paying the amounts required under their leases as a result of the COVID 19 pandemic.  This assessment was based on the fact that many smaller tenants' businesses were deemed non-essential by the states where they operate and temporarily forced to close.

• A decrease in variable lease income (cost recovery income) related to an over-accrual adjustment in recoveries from tenants for real estate taxes in the first quarter of fiscal 2020 versus an under-accrual adjustment in recoveries from tenants for real estate taxes in the first quarter of fiscal 2019, which when combined, resulted in a negative variance in the first nine months of fiscal 2020 when compared to the same period of fiscal 2019.

• A net increase in general and administrative expenses of $1.4 million, predominantly related to an increase in compensation and benefits expense for the accelerated vesting of restricted stock grant value upon the death of our former Chairman Emeritus in the second quarter of fiscal 2020.

• A net increase in preferred stock dividends of $861,000 as a result of issuing a new series of preferred stock in fiscal 2019 and redeeming an existing series.  The new series has a principal value $35 million higher than the redeemed series which increased preferred stock dividends by $1.5 million, which included one month of dividends in fiscal 2019 and a full year in fiscal 2020.  The new series has a lower coupon rate of 5.875% versus 6.75% on the redeemed series, which reduced preferred stock dividends by $656,000 in fiscal 2020 when compared with fiscal 2019.

Increases:

• A $484,000 increase in lease termination income in fiscal 2020 when compared with the corresponding prior period.

• A $594,000 decrease in interest expense as a result of fully repaying our Facility in the fourth quarter of fiscal 2019 with proceeds from our new series of preferred stock.

• A $446,000 decrease in payments to noncontrolling interests as a result of redeeming units valued at $768,000 in fiscal 2020 and a reduction in the amount of distributions to noncontrolling interests for distributions based on the reduced dividend on our Class A Common stock.

• In fiscal 2019 we issued notice of redemption of our Series G preferred stock and realized preferred stock redemption charges of $2.4 million.

The net decrease in FFO in fiscal 2019 when compared with fiscal 2018 was predominantly attributable, among other things, to:

Decreases:

• The receipt of a $3.7 million one-time lease termination payment in the second quarter of fiscal 2018 from a grocery store tenant that wanted to terminate its lease early.

• An increase of $725,000 in base rent in the third quarter of fiscal 2018 related to the amortization of a below market rent in accordance with ASC Topic 805 for a grocery store tenant who was evicted and whose lease was terminated at our Passaic property.

• An increase in interest expense as a result of having a greater amount outstanding on our Facility in the fiscal year ended 2019 when compared with the corresponding prior periods.

• $2.4 million in preferred stock redemption charges relating to our calling our Series G preferred stock for redemption on October 1, 2019.

• An increase of $539,000 in preferred stock dividends as a result of having a new series of preferred stock outstanding for the month of October 2019.  We redeemed our Series G preferred stock on November 1, 2019.

Increases:

• $403,000 gain on sale of marketable securities in fiscal 2019 when we sold all of our marketable securities.

• Additional net income generated from properties acquired in fiscal 2018 and fiscal 2019.

• Additional net income generated from increased base rent revenue for our existing properties, specifically related to a property where the grocery store tenant renewed its lease at a significantly higher rent than the current rent.

21

Off-Balance Sheet Arrangements

We have six off-balance sheet investments in real property through unconsolidated joint ventures:

● a 66.67% equity interest in the Putnam Plaza Shopping Center,

● an 11.792% equity interest in the Midway Shopping Center L.P.,

● a 50% equity interest in the Chestnut Ridge Shopping Center,

● a 50% equity interest in the Gateway Plaza shopping center and the Riverhead Applebee’s Plaza, and

● a 20% economic interest in a partnership that owns a suburban office building with ground level retail.

These unconsolidated joint ventures are accounted for under the equity method of accounting, as we have the ability to exercise significant influence over, but not control of, the operating and financial decisions of these investments.  Our off-balance sheet arrangements are more fully discussed in Note 6 to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.  Although we have not guaranteed the debt of these joint ventures, we have agreed to customary environmental indemnifications and nonrecourse carve-outs (e.g. guarantees against fraud, misrepresentation and bankruptcy) on certain loans of the joint ventures.  The below table details information about the outstanding non-recourse mortgage financings on our unconsolidated joint ventures (amounts in thousands):

		Principal Balance
Joint Venture Description	Location	Original Balance		At October 31, 2020		Fixed Interest Rate Per Annum			Maturity Date
Midway Shopping Center	Scarsdale, NY	$	32,000	$	25,700		4.80	%	Dec-2027
Putnam Plaza Shopping Center	Carmel, NY	$	18,900	$	18,300		4.81	%	Oct-2028
Gateway Plaza	Riverhead, NY	$	14,000	$	11,600		4.18	%	Feb-2024
Applebee's Plaza	Riverhead, NY	$	2,300	$	1,800		3.38	%	Aug-2026

Contractual Obligations

Our contractual payment obligations as of October 31, 2020 were as follows (amounts in thousands):

	Payments Due by Period
	Total		2021		2022		2023		2024		2025		Thereafter
Mortgage notes payable and other loans	$	299,434	$	7,252	$	55,986	$	6,233	$	25,000	$	86,295	$	118,668
Interest on mortgage notes payable		66,652		13,043		11,775		10,281		8,832		6,252		16,469
Capital improvements to properties*		7,649		7,649		-		-		-		-		-
Total Contractual Obligations	$	373,735	$	27,944	$	67,761	$	16,514	$	33,832	$	92,547	$	135,137

*Includes committed tenant-related obligations based on executed leases as of October 31, 2020.

We have various standing or renewable service contracts with vendors related to property management. In addition, we also have certain other utility contracts entered into in the ordinary course of business which may extend beyond one year, which vary based on usage.  These contracts include terms that provide for cancellation with insignificant or no cancellation penalties.  Contract terms are generally one year or less.

22

Item 7A.  Quantitative and Qualitative Disclosures about Market Risk

We are exposed to interest rate risk primarily through our borrowing activities, which include fixed-rate mortgage debt and, in limited circumstances, variable rate debt.  As of October 31, 2020, we had total mortgage debt and other notes payable of $299.4 million,  $297.7 million for which interest was based on fixed-rate, inclusive of variable rate mortgages that have been swapped to fixed interest rates using interest rate swap derivatives contracts, and $1.7 million of which interest was based on a variable rate (see below).

Our fixed-rate debt presents inherent rollover risk for borrowings as they mature and are renewed at current market rates.  The extent of this risk is not quantifiable or predictable because of the variability of future interest rates and our future financing requirements.

To reduce our exposure to interest rate risk on variable-rate debt, we use interest rate swap agreements, for example, to convert some of our variable-rate debt to fixed-rate debt.  As of October 31, 2020, we had eight open derivative financial instruments.  These interest rate swaps are cross collateralized with mortgages on properties in Ossining, NY, Yonkers, NY, Orangeburg, NY, Brewster, NY, Stamford, CT, Greenwich CT, Darien, CT and Dumont, NJ.  The Ossining swap expires in August 2024, the Yonkers swap expires in November 2024, the Orangeburg swap expires in October 2024, the Brewster swap expires in July 2029, the Stamford swap expires in July 2027, the Greenwich swaps expire in October 2026, the Darien swap expires in April 2029 and the Dumont, NJ swap expires in August 2028, in each case concurrent with the maturity of the respective mortgages.  All of the aforementioned derivatives contracts are adjusted to fair market value at each reporting period.  We have concluded that all of the aforementioned derivatives contracts are effective cash flow hedges as defined in ASC Topic 815.  We are required to evaluate the effectiveness at inception and at each reporting date.  As a result of the aforementioned derivatives contracts being effective cash flow hedges all changes in fair market value are recorded directly to stockholders equity in accumulated comprehensive income and have no effect on our earnings.

Under existing guidance, the publication of the LIBOR reference rate was to be discontinued beginning on or around the end of 2021.  However, the ICE Benchmark Administration, in its capacity as administrator of USD LIBOR, has announced that it intends to extend publication of USD LIBOR (other than one-week and two-month tenors) by 18 months to June 2023.  Notwithstanding this possible extension, a joint statement by key regulatory authorities calls on banks to cease entering into new contracts that use USD LIBOR as a reference rate by no later than December 31, 2021.  We have good working relationships with each of the lenders to our notes, who are also the counterparties to our swap contracts.  We understand from our lenders and counterparties that their goal is to have the replacement reference rate under the notes match the replacement rates in the swaps.  If this were achieved, we believe there would be no effect on our financial position or results of operations.  However, because this will be the first time any of the reference rates for our promissory notes or our swap contracts will cease to be published, we cannot be sure how the replacement rate event will conclude.  Until we have more clarity from our lenders and counterparties, we cannot be certain of the impact on the Company. See “We may be adversely affected by changes in LIBOR reporting practices, the method in which LIBOR is determined or the use of alternative reference rates” under Item 1A of our annual report on Form 10-K for more information.

At October 31, 2020, we had $35.0 million outstanding on our Facility, which bears interest at LIBOR plus 1.35%.  If interest rates were to rise 1%, our interest expense as a result of the variable rate would increase by any amount outstanding multiplied by 1% annum.

In addition, we purchased a property in March of fiscal 2018 and financed a portion of the purchase price with unsecured notes held by the seller of the property.  The unsecured notes require the payment of interest only.  $1.5 million of the notes bear interest at a fixed rate of 5.05% and $1.7 million of the notes bear interest at a variable rate of interest based on the level of our Class A Common stock dividend, currently 2.88% as of October 31, 2020.  If the level of our Class A Common dividend rises, it will increase the interest rate on the $1.7 million in notes.

The following table sets forth the Company’s long-term debt obligations by principal cash payments and maturity dates, weighted average fixed interest rates and estimated fair value at October 31, 2020 (amounts in thousands, except weighted average interest rate):

	For the Fiscal Year Ended October 31,
	2021			2022				2023			2024				2025				Thereafter				Total				Estimated Fair Value
Mortgage notes payable and other loans		$	7,252		$	55,986			$	6,233		$	25,000			$	86,295			$	118,668			$	299,434			$	316,483
Weighted average interest rate for debt maturing			n/a			4.42	%			n/a			4.14	%			3.95	%			4.00	%			4.07	%

23

Item 8.  Financial Statements and Supplementary Data.

The consolidated financial statements required by this Item, together with the reports of the Company's independent registered public accounting firm thereon and the supplementary financial information required by this Item 8 are included under Item 15 of this Annual Report.

Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

There were no changes in, or any disagreements with, the Company's independent registered public accounting firm on accounting principles and practices or financial disclosure during the years ended October 31, 2020 and 2019.

Item 9A.  Controls and Procedures.

At the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e).  Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective. During the fourth quarter of 2020, there were no changes in the Company's internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

24

(a) Management's Report on Internal Control over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934.  The Company's internal control over financial reporting is a process designed by, or under the supervision of, the Company's Chief Executive Officer and Chief Financial Officer and effected by the Company's Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with generally accepted accounting principles.

The Company's internal control over financial reporting includes policies and procedures that: relate to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets of the Company; provide reasonable assurance of the recording of all transactions necessary to permit the preparation of the Company's consolidated financial statements in accordance with generally accepted accounting principles and the proper authorization of receipts and expenditures in accordance with authorization of the Company's management and directors; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the Company's consolidated financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projection of any evaluation of effectiveness to future periods is subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Management assessed the effectiveness of the Company's internal control over financial reporting as of October 31, 2020. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control – Integrated Framework (2013).  Based on its assessment, management determined that the Company's internal control over financial reporting was effective as of October 31, 2020.  The Company's independent registered public accounting firm, PKF O'Connor Davies, LLP has audited the effectiveness of the Company's internal control over financial reporting, as indicated in their attestation report which is included in (b) below.

25

(b) Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of Urstadt Biddle Properties Inc.

Opinion on Internal Control over Financial Reporting

We have audited Urstadt Biddle Properties Inc.’s (the “Company”) internal control over financial reporting as of October 31, 2020, based on criteria established in Internal Control–Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 31, 2020, based on criteria established in Internal Control–Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets of the Company as of October 31, 2020 and 2019, and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended October 31, 2020, and our report dated January 12, 2021, expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ PKF O'Connor Davies, LLP

New York, New York

January 12, 2021

26

Item 9B.  Other Information.

None

27

PART III

Item 10.  Directors, Executive Officers and Corporate Governance.

The Company will file its definitive Proxy Statement for its Annual Meeting of Stockholders to be held on March 17, 2021 within the period required under the applicable rules of the SEC.  The additional information required by this Item is included under the captions “Election of Directors”, “Information Concerning Continuing Directors and Executive Officers”, “Corporate Governance and Board Matters”, “Delinquent Section 16(a) Reports” and other information included in the Proxy Statement and is incorporated herein by reference.

The Company has adopted a Code of Ethics for Senior Financial Officers (the “Code of Ethics”) that is available at the Investors/Governance/Governance Documents section of our website at www.ubproperties.com.  A copy of the Code of Ethics is available in print, free of charge, to stockholders upon request to us at the following address:

Attention:  Corporate Secretary

321 Railroad Avenue

Greenwich, CT 06830

We intend to satisfy the disclosure requirements under the Securities and Exchange Act of 1934, as amended, regarding an amendment to or waiver from a provision of our Code of Ethics by posting such information on our web site.

Item 11.  Executive Compensation.

The Company will file its definitive Proxy Statement for its Annual Meeting of Stockholders to be held on March 17, 2021 within the period required under the applicable rules of the SEC.  The information required by this Item is included under the captions “Compensation Discussion and Analysis”, “Executive Compensation”, “Director Compensation”, “Compensation Committee Interlocks and Insider Participation” and “Compensation Committee Report”, and as part of the executive compensation and director related compensation tables and other information included in the Proxy Statement, and is incorporated herein by reference.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The Company will file its definitive Proxy Statement for its Annual Meeting of Stockholders to be held on March 17, 2021 within the period required under the applicable rules of the SEC.  The information required by this Item is included under the captions, “Equity Compensation Plans”, “Security Ownership of Certain Beneficial Owners and Management” and other information included in the Proxy Statement and is incorporated herein by reference.

Item 13.  Certain Relationships and Related Transactions and Director Independence.

The Company will file its definitive Proxy Statement for its Annual Meeting of Stockholders to be held on March 17, 2021 within the period required under the applicable rules of the SEC.  The information required by this Item is included under the captions “Corporate Governance and Board Matters”, “Certain Relationships and Related Party Transactions” and other information included in the Proxy Statement and is incorporated herein by reference.

Item 14.  Principal Accounting Fees and Services

The Company will file its definitive Proxy Statement for its Annual Meeting of Stockholders to be held on March 17, 2021 within the period required under the applicable rules of the SEC.  The information required by this Item is included under the caption “Fees Billed by Independent Registered Public Accounting Firm” of such Proxy Statement and is incorporated herein by reference.

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PART IV

Item 15.  Exhibits and Financial Statement Schedule

A. Index to Financial Statements and Financial Statement Schedule

1. Financial Statements

The consolidated financial statements listed in the accompanying index to financial statements on Page 30 are filed as part of this Annual Report.

2. Financial Statement Schedule --

The financial statement schedule required by this Item is filed with this report and are listed in the accompanying index to financial statements on Page 30.  All other financial statement schedules are not applicable.

B. Exhibits.

Listed below are all Exhibits filed as part of this report. Certain Exhibits are incorporated by reference to documents previously filed by the Company with the SEC pursuant to Rule 12b-32 under the Securities Exchange Act of 1934, as amended.

Exhibit

3.1	(a) Amended Articles of Incorporation of the Company dated December 30, 1996 (incorporated by reference to Exhibit 3.1(a) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(b) Articles Supplementary of the Company dated March 12, 1997, classifying the Company's Series A Participating Preferred Shares (incorporated by reference to Exhibit 3.1(b) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(c) Articles of Amendment with Name Change dated March 11, 1998 to the Company's Amended Articles of Incorporation (incorporated by reference to Exhibit 3.1(c) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(d) Articles Supplementary of the Company dated June 16, 1998, classifying the Company's Class A Common Stock (incorporated by reference to Exhibit 3.1(d) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(e) Articles Supplementary of the Company dated April 7, 2005, classifying the Company's Series D Senior Cumulative Preferred Stock (incorporated by reference to Exhibit 3.1(e) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(f) Certificate of Correction dated April 29, 2005 to the Articles Supplementary of the Company dated April 7, 2005 (incorporated by reference to Exhibit 3.1(f) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(g) Articles Supplementary of the Company dated April 29, 2005, classifying 850,000 additional shares of the Company's Series D Senior Cumulative Preferred Stock (incorporated by reference to Exhibit 3.1(g) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(h) Articles Supplementary of the Company dated June 3, 2005, classifying 450,000 additional shares of the Company's Series D Senior Cumulative Preferred Stock (incorporated by reference to Exhibit 3.1(h) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(i) Articles Supplementary of the Company dated October 22, 2012, classifying the Company's Series F Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.1(i) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(j) Articles of Amendment dated March 21, 2013 to the Company's Amended Articles of Incorporation (incorporated by reference to Exhibit 3.1(j) of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2013 (SEC File No. 001-12803)).
	(k) Articles Supplementary of the Company dated October 23, 2014, classifying the Company's Series G Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.1 of the Company's Current Report on Form 8-K filed on October 27, 2014 (SEC File No. 001-12803)).
	(l) Articles Supplementary of the Company dated December 12, 2014, reclassifying several series of the Company's preferred stock (incorporated by reference to Exhibit 99.2 of the Company's Current Report on Form 8-K filed on December 16, 2014 (SEC File No. 001-12803)).
	(m) Articles Supplementary of the Company dated September 13, 2017, classifying the Company's 6.250% Series H Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.1(m)) of the Company's Registration Statement on Form 8-A filed on September 15, 2017 (SEC File No. 001-12803).
	(n)  Articles Supplementary of the Company, dated August 13, 2018, classifying the Company’s Series I Participating Preferred Shares (incorporated by reference to Exhibit 3.1(a) of the Company’s Current Report on Form 8-K filed on August 13, 2018 (SEC File No. 001-12803)).
	(o)  Articles Supplementary of the Company, dated August 13, 2018, classifying the Company’s Series J Participating Preferred Shares (incorporated by reference to Exhibit 3.1(b) of the Company’s Current Report on Form 8-K filed on August 13, 2018 (SEC File No. 001-12803)).
	(p)  Articles Supplementary of the Company, dated September 27, 2019, classifying the Company’s 5.875% Series K Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.1(p) of the Company’s Registration Statement on Form 8-A filed on September 27, 2019 (SEC File No. 001-12803)).
3.2	Bylaws of the Company, Amended and Restated as of December 11, 2014 (incorporated by reference to Exhibit 99.1 of the Company's Current Report on Form 8-K filed on December 16, 2014 (SEC File No. 001-12803)).
4.1	Common Stock:  See Exhibits 3.1 (a)-(p) hereto.
4.2	Rights Agreement between the Company and Computershare Inc., as Rights Agent, dated as of August 13, 2018 (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K filed on August 13, 2018 (SEC File No. 001-12803)).
4.3	Series H Preferred Shares:  See Exhibits 3.1 (a)-(p) hereto.
4.4	Series I Preferred Shares:  See Exhibits 3.1 (a)-(p) hereto.
4.5	Series J Preferred Shares:  See Exhibits 3.1 (a)-(p) hereto.
4.6	Series K Preferred Shares:  See Exhibits 3.1 (a)-(p) hereto.
4.7	Description of Registrant’s Securities.*
10.1	Amended and Restated Restricted Stock Award Plan as approved by the Company's stockholders on March 24, 2016 (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q for the period ended April 30, 2016 (SEC File No. 001-12803)).#
10.2	First Amendment to Amended and Restated Restricted Stock Award Plan as approved by the Company’s stockholders on March 21, 2019 (incorporated by reference to Exhibit 4.2 of the Company’s Registration Statement on Form S-8 filed on March 28, 2019 (SEC File No. 333-230571). #
10.3	Form of Restricted Stock Award Agreement with Restricted Stock Plan Participants (Non-Director Employees) (incorporated by reference to Exhibit 10.2 of the Company's Annual Report on Form 10-K for the year ended October 31, 2017 (SEC File No. 001-12803)).#
10.4	Form of Restricted Stock Award Agreement with Restricted Stock Plan Participants (Employee Director) (incorporated by reference to Exhibit 10.3 of the Company's Annual Report on Form 10-K for the year ended October 31, 2017 (SEC File No. 001-12803)).#
10.5	Forms of Restricted Stock Award Agreements with Restricted Stock Plan Participants (Non-Employee Director)(incorporated by reference to Exhibit 10.4 of the Company's Annual Report on Form 10-K for the year ended October 31, 2017 (SEC File No. 001-12803)).#
10.6	Amended and Restated Dividend Reinvestment and Share Purchase Plan (incorporated herein by reference to the Company's Registration Statement on Form S-3 filed on March 31, 2010 (SEC File No. 333-64381)).
10.7	Amended and Restated Excess Benefit and Deferred Compensation Plan dated December 10, 2008 (incorporated by reference to Exhibit 99.1 of the Company's Current Report on Form 8-K filed on December 15, 2008 (SEC File No. 001-12803)).#
10.8	Change in Control Agreement dated December 16, 2008 between the Company and John T. Hayes (incorporated by reference to Exhibit 99.1 of the Company's Current Report on Form 8-K filed on December 17, 2008 (SEC File No. 001-12803)).#
10.9	Change in Control Agreement dated March 27, 2014 between the Company and Stephan A. Rapaglia (incorporated by reference to Exhibit 99.2 of the Company's Current Report on Form 8-K filed on March 31, 2014 (SEC File No. 001-12803)). #
10.10	Change in Control Agreement, dated June 7, 2016, between the Company and Miyun Sung (incorporated by reference to Exhibit 10.10 of the Company’s Annual Report on Form 10-K filed on January 11, 2019 (SEC File No. 001-12803).#
10.11	Change in Control Agreement, dated January 9, 2020, between the Company and Charles D. Urstadt (incorporated by reference to Exhibit 10.12 of the Company’s Annual Report on form 10-K filed on January 10, 2020 (SEC File No. 001-12803).#
10.12	Form of Amended and Restated Change of Control Agreements dated as of December 19, 2007 between the Company and Charles J. Urstadt and Willing L. Biddle (incorporated by reference to Exhibit 99.1 of the Company's Current Report on Form 8-K filed on December 26, 2007 (SEC File No. 001-12803)).#
10.13	Amended and Restated Credit Agreement, dated August 23, 2016, by and among the Company, The Bank of New York Mellon, as Administrative Agent, and BMO Capital Markets, as Co-Syndication Agent, and Wells Fargo Bank, N.A., as Co-Syndication Agent, and the Lenders named therein (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on August 26, 2016 (SEC File No. 001-12803)).
10.14	First Amendment, dated February 28, 2018, to the Amended and Restated Credit Agreement dated August 23, 2016 by and among the Company, The Bank of New York Mellon, as Administrative Agent, and BMO Capital Markets, as Co-Syndication Agent, and Wells Fargo Bank, N.A., as Co-Syndication Agent, and the lenders named therein (incorporated by reference to Exhibit 10.15 of the Company’s Quarterly Report on Form 10-Q filed on March 9, 2018 (SEC File No. 001-12803)).
21	List of the Company's subsidiaries.*
23	Consent of PKF O'Connor Davies, LLP.*
31.1	Certification pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, signed and dated by Willing L. Biddle.*
31.2	Certification pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, signed and dated by John T. Hayes.*
32	Certification pursuant to 18 U.S.C. Section 1350, as adopted, pursuant to section 906 of the Sarbanes-Oxley Act of 2002, signed and dated by Willing L. Biddle and John T. Hayes.**
101.INS	Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH	Inline XBRL Taxonomy Extension Schema Document.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

^# Management contract, compensation plan arrangement.

* Filed herewith.

** Furnished herewith.

29

URSTADT BIDDLE PROPERTIES INC.

INDEX TO FINANCIAL STATEMENTS AND

FINANCIAL STATEMENT SCHEDULE

Item 15.		Page
	Consolidated Balance Sheets at October 31, 2020 and 2019	31
	Consolidated Statements of Income for each of the three years in the period ended October 31, 2020	32
	Consolidated Statements of Comprehensive Income for each of the three years in the period ended October 31, 2020	33
	Consolidated Statements of Cash Flows for each of the three years in the period ended October 31, 2020	34
	Consolidated Statements of Stockholders' Equity for each of the three years in the period ended October 31, 2020	35
	Notes to Consolidated Financial Statements	36
	Report of Independent Registered Public Accounting Firm	54
Schedule
III	Real Estate and Accumulated Depreciation - October 31, 2020	55-56

All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.

30

URSTADT BIDDLE PROPERTIES INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

	October 31, 2020			October 31, 2019
ASSETS
Real Estate Investments:
Real Estate – at cost	$	1,149,182		$	1,141,770
Less: Accumulated depreciation		(261,325	)		(241,154	)
		887,857			900,616
Investments in and advances to unconsolidated joint ventures		28,679			29,374
		916,536			929,990
Cash and cash equivalents		40,795			94,079
Tenant receivables		25,954			22,854
Prepaid expenses and other assets		18,263			15,513
Deferred charges, net of accumulated amortization		8,631			9,868
Total Assets	$	1,010,179		$	1,072,304
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Revolving credit lines	$	35,000		$	-
Mortgage notes payable and other loans		299,434			306,606
Preferred stock called for redemption		-			75,000
Accounts payable and accrued expenses		18,033			11,416
Deferred compensation – officers		20			53
Other liabilities		24,550			21,629
Total Liabilities		377,037			414,704
Redeemable Noncontrolling Interests		62,071			77,876
Commitments and Contingencies
Stockholders' Equity:
6.25% Series H Cumulative Preferred Stock (liquidation preference of $25 per share); 4,600,000 shares issued and outstanding		115,000			115,000
5.875% Series K Cumulative Preferred Stock (liquidation preference of $25 per share) 4,400,000  shares issued and outstanding		110,000			110,000
Excess Stock, par value $0.01 per share; 20,000,000 shares authorized; none issued and outstanding		-			-
Common Stock, par value $0.01 per share; 30,000,000 shares authorized; 10,073,652 and 9,963,751 shares issued and outstanding		102			101
Class A Common Stock, par value $0.01 per share; 100,000,000 shares authorized; 29,996,305 and 29,893,241 shares issued and outstanding		300			299
Additional paid in capital		526,027			520,988
Cumulative distributions in excess of net income		(164,651	)		(158,213	)
Accumulated other comprehensive income (loss)		(15,707	)		(8,451	)
Total Stockholders' Equity		571,071			579,724
Total Liabilities and Stockholders' Equity	$	1,010,179		$	1,072,304

The accompanying notes to consolidated financial statements are an integral part of these statements.

31

URSTADT BIDDLE PROPERTIES INC.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

	Year Ended October 31,
	2020			2019			2018
Revenues
Lease income	$	120,941		$	132,287		$	127,230
Lease termination		705			221			3,795
Other		5,099			4,374			3,697
Total Revenues		126,745			136,882			134,722
Expenses
Property operating		19,542			22,151			22,235
Property taxes		23,464			23,363			21,167
Depreciation and amortization		29,187			27,930			28,327
General and administrative		10,643			9,405			9,223
Directors' fees and expenses		373			346			344
Total Operating Expenses		83,209			83,195			81,296
Operating Income		43,536			53,687			53,426
Non-Operating Income (Expense):
Interest expense		(13,508	)		(14,102	)		(13,678	)
Equity in net income from unconsolidated joint ventures		1,433			1,241			2,085
Gain on sale of marketable securities		258			403			-
Interest, dividends and other investment income		398			403			350
Gain (loss) on sale of properties		(6,047	)		(19	)		-
Net Income		26,070			41,613			42,183
Noncontrolling interests:
Net income attributable to noncontrolling interests		(3,887	)		(4,333	)		(4,716	)
Net income attributable to Urstadt Biddle Properties Inc.		22,183			37,280			37,467
Preferred stock dividends		(13,650	)		(12,789	)		(12,250	)
Redemption of preferred stock		-			(2,363	)		-
Net Income Applicable to Common and Class A Common Stockholders	$	8,533		$	22,128		$	25,217
Basic Earnings Per Share:
Per Common Share:	$	0.20		$	0.53		$	0.61
Per Class A Common Share:	$	0.23		$	0.59		$	0.68
Diluted Earnings Per Share:
Per Common Share:	$	0.20		$	0.52		$	0.60
Per Class A Common Share:	$	0.22		$	0.58		$	0.67

The accompanying notes to consolidated financial statements are an integral part of these statements.

32

URSTADT BIDDLE PROPERTIES INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

	Year Ended October 31,
	2020			2019			2018
Net Income	$	26,070		$	41,613		$	42,183
Other comprehensive income:
Change in unrealized gain on marketable equity securities		-			-			569
Change in unrealized gain (loss) on interest rate swaps		(6,546	)		(13,651	)		4,155
Change in unrealized gain (loss) on interest rate swaps-equity investees		(710	)		(1,697	)		-
Total comprehensive income		18,814			26,265			46,907
Comprehensive income attributable to noncontrolling interests		(3,887	)		(4,333	)		(4,716	)
Total comprehensive income attributable to Urstadt Biddle Properties Inc.		14,927			21,932			42,191
Preferred stock dividends		(13,650	)		(12,789	)		(12,250	)
Redemption of preferred stock		-			(2,363	)		-
Total comprehensive income applicable to Common and Class A Stockholders	$	1,277		$	6,780		$	29,941

The accompanying notes to consolidated financial statements are an integral part of these statements.

33

URSTADT BIDDLE PROPERTIES INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

	Year Ended October 31,
	2020			2019			2018
Cash Flows from Operating Activities:
Net income	$	26,070		$	41,613		$	42,183
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization		29,187			27,930			28,327
Straight-line rent adjustment		(2,641	)		(914	)		(957	)
Provisions for tenant credit losses		6,244			956			859
(Gain) on sale of marketable securities		(258	)		(403	)		-
Restricted stock compensation expense and other adjustments		5,448			4,381			4,085
Deferred compensation arrangement		(33	)		(19	)		(24	)
(Gain) loss on sale of properties		6,047			19			-
Equity in net (income) of unconsolidated joint ventures		(1,433	)		(1,241	)		(2,085	)
Distributions of operating income from unconsolidated joint ventures		1,433			1,241			2,085
Changes in operating assets and liabilities:
Tenant receivables		(6,715	)		(314	)		(956	)
Accounts payable and accrued expenses		609			(8,142	)		161
Other assets and other liabilities, net		(2,075	)		7,210			(2,094	)
Net Cash Flow Provided by Operating Activities		61,883			72,317			71,584
Cash Flows from Investing Activities:
Acquisitions of real estate investments		-			(11,751	)		(6,910	)
Investments in and advances to unconsolidated joint ventures		-			(574	)		-
Deposits on acquisition of real estate investments		(1,030	)		-			-
Deposits on real estate investments		530			-			(1,000	)
Improvements to properties and deferred charges		(22,336	)		(18,681	)		(8,184	)
Net proceeds from sale of properties		3,732			3,372			-
Purchases of securities available for sale		(6,983	)		-			(4,999	)
Proceeds from the sale of available for sale securities		7,240			5,970			-
Return of capital from unconsolidated joint ventures		27			6,925			553
Net Cash Flow (Used in) Investing Activities		(18,820	)		(14,739	)		(20,540	)
Cash Flows from Financing Activities:
Dividends paid -- Common and Class A Common Stock		(30,018	)		(42,600	)		(41,626	)
Dividends paid -- Preferred Stock		(14,188	)		(12,789	)		(12,250	)
Amortization payments on mortgage notes payable		(7,089	)		(6,441	)		(6,427	)
Proceeds from mortgage note payable and other loans		-			47,000			10,000
Repayment of mortgage notes payable and other loans		-			(27,001	)		(17,624	)
Proceeds from revolving credit line borrowings		35,000			25,500			33,595
Sales of additional shares of Common and Class A Common Stock		149			193			196
Repayments on revolving credit line borrowings		-			(54,095	)		(9,000	)
Acquisitions of noncontrolling interests		(758	)		(5,134	)		(1,220	)
Distributions to noncontrolling interests		(3,887	)		(4,333	)		(4,716	)
Repurchase of shares of Class A Common Stock		-			-			(120	)
Payment of taxes on shares withheld for employee taxes		(573	)		(270	)		(241	)
Net proceeds from issuance of Preferred Stock		17			106,186			-
Redemption of preferred stock		(75,000	)		-			-
Net Cash Flow Provided by (Used in) Financing Activities		(96,347	)		26,216			(49,433	)
Net Increase/(Decrease) In Cash and Cash Equivalents		(53,284	)		83,794			1,611
Cash and Cash Equivalents at Beginning of Year		94,079			10,285			8,674
Cash and Cash Equivalents at End of Year	$	40,795		$	94,079		$	10,285

The accompanying notes to consolidated financial statements are an integral part of these statements

34

URSTADT BIDDLE PROPERTIES INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(In thousands, except shares and per share data)

	6.75% Series G Preferred Stock Issued			6.75% Series G Preferred Stock Amount			6.25% Series H Preferred Stock Issued		6.25% Series H Preferred Stock Amount		5.875% Series K Preferred Stock Issued		5.875% Series K Preferred Stock Amount		Common Stock Issued		Common Stock Amount		Class A Common Stock Issued			Class A Common Stock Amount		Additional Paid In Capital			Cumulative Distributions In Excess of Net Income			Accumulated Other Comprehensive Income (Loss)			Total Stockholders Equity
Balances - October 31, 2017		3,000,000		$	75,000			4,600,000	$	115,000		-	$	-		9,664,778	$	97		29,728,744		$	297	$	514,217		$	(120,123	)	$	2,742		$	587,230
Net income applicable to Common and Class A common stockholders		-			-			-		-		-		-		-		-		-			-		-			25,217			-			25,217
Change in unrealized gains on marketable securities		-			-			-		-		-		-		-		-		-			-		-			-			569			569
Change in unrealized (loss) on interest rate swap		-			-			-		-		-		-		-		-		-			-		-			-			4,155			4,155
Cash dividends paid :
Common stock ($0.96 per share)		-			-			-		-		-		-		-		-		-			-		-			(9,426	)		-			(9,426	)
Class A common stock ($1.08 per share)		-			-			-		-		-		-		-		-		-			-		-			(32,200	)		-			(32,200	)
Issuance of shares under dividend reinvestment plan		-			-			-		-		-		-		4,528		-		5,766			-		197			-			-			197
Shares issued under restricted stock plan		-			-			-		-		-		-		152,700		2		102,800			1		(3	)		-			-			-
Shares withheld for employee taxes		-			-			-		-		-		-		-		-		(10,886	)		-		(240	)		-			-			(240	)
Forfeiture of restricted stock		-			-			-		-		-		-		-		-		(4,950	)		-		-			-			-			-
Repurchase of Class A Common stock		-			-			-		-		-		-		-		-		(6,660	)		-		(120	)		-			-			(120	)
Restricted stock compensation and other adjustment		-			-			-		-		-		-		-		-		-			-		4,085			-			-			4,085
Adjustments to redeemable noncontrolling interests		-			-			-		-		-		-		-		-		-			-		-			2,674			-			2,674
Balances - October 31, 2018		3,000,000			75,000			4,600,000		115,000		-		-		9,822,006		99		29,814,814			298		518,136			(133,858	)		7,466			582,141
November 1, 2018 adoption of new accounting standard		-			-			-		-		-		-		-		-		-			-		-			569			(569	)		-
Net income applicable to Common and Class A common stockholders		-			-			-		-		-		-		-		-		-			-		-			22,128			-			22,128
Change in unrealized gain (loss) on interest rate swap		-			-			-		-		-		-		-		-		-			-		-			-			(15,348	)		(15,348	)
Cash dividends paid :
Common stock ($0.98 per share)		-			-			-		-		-		-		-		-		-			-		-			(9,762	)		-			(9,762	)
Class A common stock ($1.10 per share)		-			-			-		-		-		-		-		-		-			-		-			(32,838	)		-			(32,838	)
Issuance of shares under dividend reinvestment plan		-			-			-		-		-		-		4,545		-		5,417			-		193			-			-			193
Shares issued under restricted stock plan		-			-			-		-		-		-		137,200		2		111,450			1		(3	)		-			-			-
Shares withheld for employee taxes		-			-			-		-		-		-		-		-		(14,290	)		-		(269	)		-			-			(269	)
Forfeiture of restricted stock		-			-			-		-		-		-		-		-		(24,150	)		-		-			-			-			-
Issuance of Series K Preferred Stock		-			-			-		-		4,400,000		110,000		-		-		-			-		(3,465	)		-			-			106,535
Reclassification of preferred stock		(3,000,000	)		(75,000	)		-		-		-		-		-		-		-			-		2,363			-			-			(72,637	)
Restricted stock compensation and other adjustment		-			-			-		-		-		-		-		-		-			-		4,033			-			-			4,033
Adjustments to redeemable noncontrolling interests		-			-			-		-		-		-		-		-		-			-		-			(4,452	)		-			(4,452	)
Balances - October 31, 2019		-			-			4,600,000		115,000		4,400,000		110,000		9,963,751		101		29,893,241			299		520,988			(158,213	)		(8,451	)		579,724
Net income applicable to Common and Class A common stockholders		-			-			-		-		-		-		-		-		-			-		-			8,533			-			8,533
Change in unrealized gains on interest rate swap		-			-			-		-		-		-		-		-		-			-		-			-			(7,256	)		(7,256	)
Cash dividends paid :
Common stock ($0.6875 per share)		-			-			-		-		-		-		-		-		-			-		-			(6,923	)		-			(6,923	)
Class A common stock ($0.77 per share)		-			-			-		-		-		-		-		-		-			-		-			(23,095	)		-			(23,095	)
Issuance of shares under dividend reinvestment plan		-			-			-		-		-		-		4,451		-		6,837			-		149			-			-			149
Shares issued under restricted stock plan		-			-			-		-		-		-		105,450		1		120,800			1		(2	)		-			-			-
Shares withheld for employee taxes		-			-			-		-		-		-		-		-		(23,873	)		-		(573	)		-			-			(573	)
Forfeiture of restricted stock		-			-			-		-		-		-		-		-		(700	)		-		-			-			-			-
Restricted stock compensation and other adjustments		-			-			-		-		-		-		-		-		-			-		5,465			-			-			5,465
Adjustments to redeemable noncontrolling interests		-			-			-		-		-		-		-		-		-			-		-			15,047			-			15,047
Balances - October 31, 2020		-		$	-			4,600,000	$	115,000		4,400,000	$	110,000		10,073,652	$	102		29,996,305		$	300	$	526,027		$	(164,651	)	$	(15,707	)	$	571,071

The accompanying notes to consolidated financial statements are an integral part of these statements.

35

URSTADT BIDDLE PROPERTIES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2020

(1) ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business

Urstadt Biddle Properties Inc. (“Company”), a Maryland Corporation, is a real estate investment trust (REIT), engaged in the acquisition, ownership and management of commercial real estate, primarily neighborhood and community shopping centers in the northeastern part of the United States with a concentration in the metropolitan New York tri-state area outside of the City of New York. The Company's major tenants include supermarket chains and other retailers who sell basic necessities. At October 31, 2020, the Company owned or had equity interests in 81 properties containing a total of 5.3 million square feet of gross leasable area ("GLA").

COVID-19 Pandemic

On March 11, 2020, the novel coronavirus disease (“COVID-19”) was declared a pandemic (“COVID-19 pandemic”) by the World Health Organization as the disease spread throughout the world.  During March 2020, measures to prevent the spread of COVID-19 were initiated, primarily focused on social distancing practices.  The virus continued to spread among more populated cities and communities resulting in federal, state and local government agencies issuing regulatory orders enforcing social distancing and limiting group gatherings in order to further prevent the spread of COVID-19.  While laws vary by state, generally, businesses deemed essential to the public have been able to operate while non-essential businesses were initially not allowed to operate, but, in most instances, have now been allowed to operate at various operational levels. Grocery stores, pharmacies and wholesale clubs, which anchor properties that make up 84% of our GLA, are considered essential businesses and have remained open and operational to serve the residents of their communities throughout the entire pandemic.  Many restaurants are also considered essential, although social distancing and group gathering limitations generally prevent or limit dine-in activity, forcing them to evaluate alternate means of operations, such as outdoor dining, delivery and pick-up, or to elect to remain closed during this pandemic.  As of October 31, most non-essential businesses have also been permitted to operate, in some cases subject to modified operation procedures. The duration and severity of this pandemic are still uncertain and continue to evolve.

As done every reporting period, management assesses whether there are any indicators that the value of its real estate investments may be impaired and has concluded that none of its investment properties are impaired at October 31, 2020. However, the COVID-19 pandemic has significantly impacted many of the retail sectors in which the Company’s tenants operate and if the effects of the pandemic are prolonged, it could have a significant adverse impact to the underlying businesses of many of the Company’s tenants.  The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will continue to assess its asset portfolio for any impairment indicators. In addition, the extent to which the COVID-19 pandemic impacts the Company’s financial condition, results of operations and cash flows, in the near term, will depend on future developments, which are highly uncertain and cannot be predicted at this time.

Principles of Consolidation and Use of Estimates

The accompanying consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and joint ventures in which the Company meets certain criteria of a sole general partner in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 810, "Consolidation." The Company has determined that such joint ventures should be consolidated into the consolidated financial statements of the Company. In accordance with ASC Topic 970-323, "Real Estate-General-Equity Method and Joint Ventures;" joint ventures that the Company does not control but otherwise exercises significant influence in, are accounted for under the equity method of accounting. See Note 6 for further discussion of the unconsolidated joint ventures. All significant intercompany transactions and balances have been eliminated in consolidation.

The accompanying financial statements are prepared on the accrual basis in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. The most significant assumptions and estimates relate to the valuation of real estate, depreciable lives, revenue recognition, fair value measurements and the collectability of tenant receivables.  Actual results could differ from these estimates.

Federal Income Taxes

The Company has elected to be treated as a real estate investment trust under Sections 856-860 of the Internal Revenue Code ("Code"). Under those sections, a REIT that, among other things, distributes at least 90% of real estate trust taxable income and meets certain other qualifications prescribed by the Code will not be taxed on that portion of its taxable income that is distributed. The Company believes it qualifies as a REIT and intends to distribute all of its taxable income for fiscal 2020 in accordance with the provisions of the Code. Accordingly, no provision has been made for Federal income taxes in the accompanying consolidated financial statements.

The Company follows the provisions of ASC Topic 740, “Income Taxes,” that, among other things, defines a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.   Based on its evaluation, the Company determined that it has no uncertain tax positions and no unrecognized tax benefits as of October 31, 2020.  As of October 31, 2020, the fiscal tax years 2016 through and including 2019 remain open to examination by the Internal Revenue Service.  There are currently no federal tax examinations in progress.

Acquisitions of Real Estate Investments and Capitalization Policy

Acquisition of Real Estate Investments:

The Company evaluates each acquisition of real estate or in-substance real estate (including equity interests in entities that predominantly hold real estate assets) to determine if the integrated set of assets and activities acquired meet the definition of a business and need to be accounted as a business combination. If either of the following criteria is met, the integrated set of assets and activities acquired would not qualify as a business:

● Substantially all of the fair value of the gross assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets; or

● The integrated set of assets and activities is lacking, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs (i.e. revenue generated before and after the transaction).

An acquired process is considered substantive if:

● The process includes an organized workforce (or includes an acquired contract that provides access to an organized workforce), that is skilled, knowledgeable, and experienced in performing the process;

● The process cannot be replaced without significant cost, effort, or delay; or

● The process is considered unique or scarce.

Generally, the Company expects that acquisitions of real estate or in-substance real estate will not meet the definition of a business because substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets (i.e. land, buildings, and related intangible assets) or because the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay.

Acquisitions of real estate and in-substance real estate which do not meet the definition of a business are accounted for as asset acquisitions. The accounting model for asset acquisitions is similar to the accounting model for business combinations except that the acquisition consideration (including acquisition costs) is allocated to the individual assets acquired and liabilities assumed on a relative fair value basis. As a result, asset acquisitions do not result in the recognition of goodwill or a bargain purchase gain. The relative fair values used to allocate the cost of an asset acquisition are determined using the same methodologies and assumptions as the Company utilizes to determine fair value in a business combination.

The value of tangible assets acquired is based upon our estimation of value on an “as if vacant” basis. The value of acquired in-place leases includes the estimated costs during the hypothetical lease-up period and other costs that would have been incurred in the execution of similar leases under the market conditions at the acquisition date of the acquired in-place lease. We assess the fair value of tangible and intangible assets based on numerous factors, including estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors, including the historical operating results, known trends, and market/economic conditions that may affect the property.

The values of acquired above and below-market leases, which are included in prepaid expenses and other assets and other liabilities, respectively, are amortized over the terms of the related leases and recognized as either an increase (for below-market leases) or a decrease (for above-market leases) to rental revenue. The values of acquired in-place leases are classified in other assets in the accompanying consolidated balance sheets and amortized over the remaining terms of the related leases.

Capitalization Policy:

Land, buildings, property improvements, furniture/fixtures and tenant improvements are recorded at cost. Expenditures for maintenance and repairs are charged to operations as incurred. Renovations and/or replacements, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives.

Depreciation and Amortization

The Company uses the straight-line method for depreciation and amortization. Real estate investment properties are depreciated over the estimated useful lives of the properties, which range from 30 to 40 years. Property improvements are depreciated over the estimated useful lives that range from 10 to 20 years. Furniture and fixtures are depreciated over the estimated useful lives that range from 3 to 10 years. Tenant improvements are amortized over the shorter of the life of the related leases or their useful life.

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Sale of Investment Property and Property Held for Sale

The Company reports properties that are either disposed of or are classified as held for sale in continuing operations in the consolidated statement of income if the removal, or anticipated removal, of the asset(s) from the reporting entity does not represent a strategic shift that has or will have a major effect on an entity's operations and financial results when disposed of.

In January 2020, the Company entered into a purchase and sale agreement, subject to certain conditions, to sell a 29,000 square foot portion of its property located in Pompton Lakes, NJ (the "Pompton Lakes Property") to an unrelated third party for a sale price of $2.8 million.  In accordance with ASC Topic 360-10-45, that portion of the property met all the criteria to be classified as held for sale in September of fiscal 2020, and accordingly the Company recorded a loss on property held for sale of $5.7 million, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2020. The amount of the loss represented the net carrying amount of that portion of the property over the fair value of that portion of the asset less estimated cost to sell.  The net book value of that portion of the Pompton Lakes Property was insignificant to financial statement presentation and, as a result, the Company did not include that portion of the asset as held for sale on its consolidated balance sheet at October 31, 2020.  In December 2020, the sale of that portion of the property was completed.

In January 2020, the Company sold for $1.3 million its retail property located in Carmel, NY (the "Carmel Property"), as that property no longer met the Company's investment objectives.  In conjunction with the sale, the Company realized a loss on sale of the Carmel property in the amount of $242,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020.

In August 2019, the Company entered into a purchase and sale agreement to sell its property located in Bernardsville, NJ (the "Bernardsville Property"), to an unrelated third party for a sale price of $2.7 million as that property no longer met its investment objectives.  In accordance with ASC Topic 360-10-45, the property met all the criteria to be classified as held for sale in the fourth quarter of fiscal 2019, and accordingly the Company recorded a loss on property held for sale of $434,000, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2019. The amount of the loss represented the net carrying amount of the property over the fair value of the asset less estimated cost to sell.  The net book value of the Bernardsville Property was insignificant to financial statement presentation and as a result the Company did not include the asset as held for sale on its consolidated balance sheet at October 31, 2019.  In December 2019 (fiscal 2020), the Bernardsville Property sale was completed and the Company realized an additional loss on sale of property of $86,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020.

In June 2019, the Company sold for $3.7 million its property located in Monroe, CT (the "Monroe Property"), as that property no longer met the Company's investment objectives.  In conjunction with the sale the Company realized a gain on sale of property in the amount of $416,000, which is included in continuing operations in the consolidated statement of income for the year ended October 31, 2019.

The combined operating results of the Monroe Property, the Bernardsville Property, the Carmel Property and the sold portion of the Pompton Lakes properties, which are included in continuing operations, were as follows (amounts in thousands):

	Year Ended October 31,
	2020			2019			2018
Revenues	$	17		$	612		$	666
Property operating expense		(282	)		(629	)		(691	)
Depreciation and amortization		(219	)		(393	)		(417	)
Net Income (loss)	$	(484	)	$	(410	)	$	(442	)

Deferred Charges

Deferred charges consist principally of leasing commissions (which are amortized ratably over the life of the tenant leases).  Deferred charges in the accompanying consolidated balance sheets are shown at cost, net of accumulated amortization of $5,115,000 and $4,861,000 as of October 31, 2020 and 2019, respectively.

Asset Impairment

On a periodic basis, management assesses whether there are any indicators that the value of its real estate investments may be impaired.  A property value is considered impaired when management’s estimate of current and projected operating cash flows (undiscounted and without interest) of the property over its remaining useful life is less than the net carrying value of the property.  Such cash flow projections consider factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors.  To the extent impairment has occurred, the loss is measured as the excess of the net carrying amount of the property over the fair value of the asset.  Changes in estimated future cash flows due to changes in the Company’s plans or market and economic conditions could result in recognition of impairment losses which could be substantial.  As of October 31, 2020, management does not believe that the value of any of its real estate investments is impaired. However, as described above, the COVID-19 pandemic has significantly impacted many of the retail sectors in which the Company’s tenants operate and if the effects of the pandemic are prolonged, it could have a significant adverse impact to the underlying businesses of many of the Company’s tenants.  The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will continue to assess its asset portfolio for any impairment indicators.

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Lease Income, Revenue Recognition and Tenant Receivables

Lease Income:

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with designated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"). Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most all lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes, insurance and Common Area Maintenance ("CAM") costs (collectively, "Recoverable Costs") incurred.

Lease terms generally range from 1 to 5 years for tenant spaces under 10,000 square feet (“Shop Space”) and in excess of 5 years for spaces greater than 10,000 square feet (“Anchor Spaces”). Many leases also provide the option for the tenants to extend their lease beyond the initial term of the lease. If the tenants do not exercise renewal options and the leases mature, the tenants must relinquish their space so it can be leased to a new tenant, which generally involves some level of cost to prepare the space for re-leasing. These costs are capitalized and depreciated over the shorter of the life of the subsequent lease or the life of the improvement.

On November 1, 2019, the Company adopted the new accounting guidance in ASC Topic 842, "Leases," including all related Accounting Standard Updates (“ASU's”). The Company elected to use the modified retrospective transition method provided in ASU 2018-11 (the "adoption date method"). Under this method, the effective date of November 1, 2019 is the date of initial application. In connection with the adoption of ASC Topic 842, the Company elected a package of practical expedients, transition options, and accounting policy elections as follows:

● Package of practical expedients - applied to all leases, allowing the Company not to reassess (i) whether expired or existing contracts contain leases under the new definition of a lease, (ii) lease classification for expired or existing leases, and (iii) whether previously capitalized initial direct costs would qualify for capitalization under Topic 842; and

● Lessor separation and allocation practical expedient - the Company elected, as lessor, to aggregate non-lease components with the related lease component if certain conditions are met, and account for the combined component based on its predominant characteristic, which generally results in combining lease and non-lease components of its tenant lease contracts to a single line shown as lease income in the accompanying consolidated statements of income.

The Company's existing leases were not re-evaluated and continue to be classified as operating leases, as per the practical expedient package elected above. New and modified leases will now require evaluation of specific classification criteria, which, based on the customary terms of the Company's leases, should continue to be classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition.

CAM is a non-lease component of the lease contract under ASC Topic 842, and therefore would be accounted for under ASC Topic 606, "Revenue from Contracts with Customers," and presented separate from lease income in the accompanying consolidated statements of income, based on an allocation of the overall contract price, which is not necessarily the amount that would be billable to the tenants for CAM reimbursements per the terms of the lease contract. As the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenants' use of the underlying lease asset, the Company elected, as part of the package of practical expedients, to combine CAM with the remaining lease components, along with tenants' reimbursement of real estate taxes and insurance, and recognize them together as lease income in the accompanying Statements of Income.

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectability is considered probable at the commencement date. At lease commencement, the Company expects that collectability is probable for all of its leases due to the Company’s credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from all operating leases is initially recognized on a straight-line basis.  Lease income each period is reduced by amounts considered uncollectable on a lease-by-lease basis, with any changes in collectability assessments recognized as a current period adjustment to lease income. For operating leases in which collectability of lease income is not considered probable, lease income is recognized on a cash basis and all previously recognized uncollectable lease income, including straight-line rental income, is reversed in the period in which the lease income is determined not to be probable of collection.

ASC Topic 842 also changes the treatment of leasing costs, such that non-contingent internal leasing and legal costs associated with leasing activities can no longer be capitalized. The Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant operating lease that would not have been incurred if the lease had not been obtained. These costs generally include third-party broker payments, which are capitalized to deferred costs in the accompanying consolidated balance sheets and amortized over the expected term of the lease to depreciation and amortization expense in the accompanying consolidated statements of income.

There was no change to operating income upon the adoption of ASC Topic 842 and related ASU's.

COVID-19 Pandemic

Beginning in March 2020, many of the Company's properties were, and continue to be, negatively impacted by the COVID-19 pandemic, as state governments mandated the closure of non-essential businesses to prevent the spread of COVID-19, forcing many of our tenants’ businesses to close or reduce operations.  As a result, 396 of approximately 900 tenants in the Company's consolidated portfolio, representing 1.5 million square feet and approximately 43.8% of the Company's annualized base rent, have asked for some type of rent deferral or concession.  Subsequently, approximately 118 of the 396 tenants withdrew their requests for rent relief or paid their rent in full. The Company has, and will continue to evaluate each request on a case-by-case basis to determine an appropriate course of action, recognizing that in many cases some type of concession may be appropriate and beneficial to the long-term interests of the Company.  In evaluating these requests, the Company has been and will continue to consider many factors, including the tenant's financial strength, the tenant's operating history, potential co-tenancy impacts, the tenant's contribution to the shopping center in which it operates, the Company's assessment of the tenant's long-term viability, the difficulty or ease with which the tenant could be replaced and other factors. Each negotiation is specific to the tenant making the request.  The primary strategy of the Company is that most of these concessions will be in the form of deferred rent for some portion of rents due in April through December 2020 to be paid over a later part of the lease, preferably within a period of one year or less, but in some instances the Company determined that it was more appropriate to abate some portion of base rents for some tenants between April and December, or potentially portions of fiscal 2021 rent. As of October 31, 2020, the Company has completed 234 lease modifications, consisting of base rent deferrals totaling $3.4 million and rent abatements totaling $1.4 million as of October 31, 2020.  The Company has increased its uncollectable amounts in lease income for the year ended October 31, 2020 for tenants it felt were affected by the COVID-19 pandemic (see below and in Note 7).

In April 2020, in response to the COVID-19 pandemic, the FASB staff issued guidance that it would be acceptable for entities to make an election to account for lease concessions related to the effects of the COVID-19 pandemic consistent with how those concessions would be accounted for under Topic 842, as if enforceable rights and obligations for those concessions existed (regardless of whether those enforceable rights and obligations for the concessions explicitly exist in the lease contract). Consequently, for concessions related to the effects of the COVID-19 pandemic, an entity will not have to analyze each lease contract to determine whether enforceable rights and obligations for concessions exist in the lease contract and may elect to apply or not apply the lease modification guidance in Topic 842 to those contracts.

This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. For example, this election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than total payments required by the original contract. The FASB staff expects that reasonable judgment will be exercised in making those determinations.

Some concessions will provide a deferral of payments with no substantive changes to the consideration in the original lease contract. A deferral affects the timing, but the amount of the consideration is substantially the same as that required by the original lease contract. The FASB staff expects that there will be multiple ways to account for those deferrals, none of which the staff believes are preferable over others. The Company has made the election not to analyze each lease contract, and believes that, based on FASB guidance, the appropriate way to account for the concessions as described above is to account for such concessions as if no change to the lease contracts were made. Under that accounting, a lessor would increase its lease receivable (straight-line rents receivable) and would continue to recognize income during the deferral period, assuming that the collectability of the future rents under the lease contract are considered collectable.  If it is determined that the future rents of any lease contract are not collectable, the Company would treat that lease contract on a cash basis as defined in ASC Topic 842.

When collection of substantially all lease payments during the lease term is not considered probable, total lease revenue is limited to the lesser of revenue recognized under accrual accounting or cash received. Determining the probability of collection of substantially all lease payments during a lease term requires significant judgment. This determination is impacted by numerous factors, including our assessment of the tenant’s credit worthiness, economic conditions, tenant sales productivity in that location, historical experience with the tenant and tenants operating in the same industry, future prospects for the tenant and the industry in which it operates, and the length of the lease term. If leases currently classified as probable are subsequently reclassified as not probable, any outstanding lease receivables (including straight-line rent receivables) would be written-off with a corresponding decrease in lease income.

The Company anticipates that its variable lease income represented by the reimbursement of CAM and real estate taxes will not be materially affected for most national tenants and tenants with higher levels of credit and balance sheet resources.  For smaller local tenants and tenants with fewer resources, the Company has reduced its accruals for CAM and real estate taxes in anticipation of potentially having to reduce the amounts billed to these tenants at the end of calendar 2020.  This has had the effect of reducing this portion of lease income for the year ended October 31, 2020.

Revenue Recognition

In those instances in which the Company funds tenant improvements and the improvements are deemed to be owned by the Company, revenue recognition on operating leases will commence when the improvements are substantially completed and possession or control of the space is turned over to the tenant. When the Company determines that the tenant allowances are lease incentives, the Company commences revenue recognition when possession or control of the space is turned over to the tenant for tenant work to begin.

Lease termination amounts are recognized in operating revenues when there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the property and the termination consideration is probable of collection. Lease termination amounts are paid by tenants who want to terminate their lease obligations before the end of the contractual term of the lease by agreement with the Company. There is no way of predicting or forecasting the timing or amounts of future lease termination fees. Interest income is recognized as it is earned. Gains or losses on disposition of properties are recorded when the criteria for recognizing such gains or losses under U.S. GAAP have been met.

Percentage rent is recognized when a specific tenant’s sales breakpoint is achieved.

Tenant Receivables

The actions taken by federal, state and local governments to mitigate the spread of COVID-19, initially by ordering closures of non-essential businesses and ordering residents to generally stay at home, and subsequent phased re-openings have resulted in many of our tenants temporarily or even permanently closing their businesses, and for some, it had impacted their ability to pay rent.

As a result, in accordance with ASC Topic 842, we revised our collectability assumptions for many of our tenants that were most significantly impacted by COVID-19. Accordingly, during the year ended October 31, 2020, we recognized collectability related adjustments totaling $7.3 million. This amount includes changes in our collectability assessments for certain tenants in our portfolio from probable to not probable, which requires that revenue recognition for those tenants be converted to cash basis accounting with previously uncollected billed rents reversed in the current period.  This resulted in a reduction of lease income for the year ended October 31, 2020 in the amount of $2.3 million related to tenants whose assessment of collectability was changed from probable to not probable. In addition, the Company wrote-off $1.1 million of previously recorded straight-line rent receivables related to tenants whose assessment of collectability was changed from probable to not probable.  As of October 31, 2020, the revenue from approximately 7.1% of our tenants (based on total commercial leases) is being recognized on a cash basis.

At October 31, 2020 and October 31, 2019, $22,330,000 and $19,395,000, respectively, have been recognized as straight-line rents receivable (representing the current cumulative rents recognized prior to when billed and collectible as provided by the terms of the leases), all of which is included in tenant receivables in the accompanying consolidated financial statements.

The Company provides an allowance for doubtful accounts against the portion of tenant receivables that is estimated to be uncollectable.  Such allowances are reviewed periodically.  At October 31, 2020 and October 31, 2019, tenant receivables in the accompanying consolidated balance sheets are shown net of allowances for doubtful accounts of $8,769,000 and $5,454,000, respectively.  Included in the aforementioned allowance for doubtful accounts is an amount for future tenant credit losses of approximately 10% of the deferred straight-line rents receivable which is estimated to be uncollectable.

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Cash Equivalents

Cash and cash equivalents consist of cash in banks and short-term investments with original maturities of less than three months.

Marketable Securities

Marketable equity securities are carried at fair value based upon quoted market prices in active markets.

In March 2020, the Company purchased REIT securities in the amount of $7.0 million.  In May 2020, the Company sold all of its REIT securities for $7.3 million and realized a gain on sale of $258,000, which is included in the consolidated statement of income for the year ended October 31, 2020.

In February and March 2018, the Company purchased REIT securities in the amount of $5.0 million.  In January 2019, the Company sold all of its REIT securities for $6.0 million and realized a gain on sale of $403,000, which is included in the consolidated statement of income for the year ended October 31, 2019.

Derivative Financial Instruments

The Company occasionally utilizes derivative financial instruments, such as interest rate swaps, to manage its exposure to fluctuations in interest rates. The Company has established policies and procedures for risk assessment and the approval, reporting and monitoring of derivative financial instruments. Derivative financial instruments must be effective in reducing the Company's interest rate risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative instrument matures or is settled. Any derivative instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in net income. The Company has not entered into, and does not plan to enter into, derivative financial instruments for trading or speculative purposes. Additionally, the Company has a policy of entering into derivative contracts only with major financial institutions.

As of October 31, 2020, the Company believes it has no significant risk associated with non-performance of the financial institutions that are the counterparty to its derivative contracts. At October 31, 2020, the Company had approximately $126.7 million in secured mortgage financings subject to interest rate swaps. Such interest rate swaps converted the LIBOR-based variable rates on the mortgage financings to a fixed annual rate of 3.93% per annum.  As of October 31, 2020 and 2019, the Company had a deferred liability of  $13.3 million and $6.8 million, respectively, (included in accounts payable and accrued expenses on the consolidated balance sheets) relating to the fair value of the Company’s interest rate swaps applicable to secured mortgages.

Charges and/or credits relating to the changes in fair values of such interest rate swap are made to other comprehensive (loss) as the swap is deemed effective and is classified as a cash flow hedge.

Comprehensive Income

Comprehensive income is comprised of net income applicable to Common and Class A Common stockholders and other comprehensive income (loss). Other comprehensive income (loss) includes items that are otherwise recorded directly in stockholders’ equity, such as unrealized gains and losses on interest rate swaps designated as cash flow hedges, including the Company's share from entities accounted for under the equity method of accounting. At October 31, 2020, accumulated other comprehensive loss consisted of net unrealized losses on interest rate swap agreements of $15.7 million, inclusive of the Company's share of accumulated comprehensive income/(loss) from joint ventures accounted for by the equity method of accounting.  At October 31, 2019, accumulated other comprehensive loss consisted of net unrealized losses on interest rate swap agreements of $8.5 million inclusive of the Company's share of accumulated comprehensive income/(loss) from joint ventures accounted for by the equity method of accounting. Unrealized gains and losses included in other comprehensive income/(loss) will be reclassified into earnings when gains and losses are realized.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, and tenant receivables. The Company places its cash and cash equivalents in excess of insured amounts with high quality financial institutions. The Company performs ongoing credit evaluations of its tenants and may require certain tenants to provide security deposits or letters of credit. Though these security deposits and letters of credit are insufficient to meet the terminal value of a tenant's lease obligation, they are a measure of good faith and a source of funds to offset the economic costs associated with lost rent and the costs associated with re-tenanting the space. There is no dependence upon any single tenant.

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Earnings Per Share

The Company calculates basic and diluted earnings per share in accordance with the provisions of ASC Topic 260, "Earnings Per Share." Basic earnings per share ("EPS") excludes the impact of dilutive shares and is computed by dividing net income applicable to Common and Class A Common stockholders by the weighted average number of Common shares and Class A Common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue Common shares or Class A Common shares were exercised or converted into Common shares or Class A Common shares and then shared in the earnings of the Company. Since the cash dividends declared on the Company's Class A Common stock are higher than the dividends declared on the Common Stock, basic and diluted EPS have been calculated using the "two-class" method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock according to the weighted average of the dividends declared, outstanding shares per class and participation rights in undistributed earnings.

The following table sets forth the reconciliation between basic and diluted EPS (in thousands):

	Year Ended October 31,
	2020			2019			2018
Numerator
Net income applicable to common stockholders – basic	$	1,849		$	4,659		$	5,173
Effect of dilutive securities:
Restricted stock awards		34			193			259
Net income applicable to common stockholders – diluted	$	1,883		$	4,852		$	5,432
Denominator
Denominator for basic EPS-weighted average common shares		9,144			8,813			8,517
Effect of dilutive securities:
Restricted stock awards		241			536			597
Denominator for diluted EPS – weighted average common equivalent shares		9,385			9,349			9,114
Numerator
Net income applicable to Class A common stockholders – basic	$	6,684		$	17,469		$	20,044
Effect of dilutive securities:
Restricted stock awards		(34	)		(193	)		(259	)
Net income applicable to Class A common stockholders – diluted	$	6,650		$	17,276		$	19,785
Denominator
Denominator for basic EPS – weighted average Class A common shares		29,506			29,438			29,335
Effect of dilutive securities:
Restricted stock awards		70			216			178
Denominator for diluted EPS – weighted average Class A common equivalent shares		29,576			29,654			29,513

Stock-Based Compensation

The Company accounts for its stock-based compensation plans under the provisions of ASC Topic 718, “Stock Compensation,” which requires that compensation expense be recognized, based on the fair value of the stock awards less estimated forfeitures. The fair value of stock awards is equal to the fair value of the Company’s stock on the grant date.  The Company recognizes compensation expense for its stock awards by amortizing the fair value of stock awards over the requisite service periods of such awards.  In certain cases as defined in the participant agreements, the vesting of stock awards can be accelerated, which will result in the Company charging to compensation expense the remaining unamortized restricted stock compensation related to those stock awards.

Segment Reporting

The Company's primary business is the ownership, management, and redevelopment of retail properties. The Company reviews operating and financial information for each property on an individual basis and therefore, each property represents an individual operating segment. The Company evaluates financial performance using property operating income, which consists of base rental income and tenant reimbursement income, less rental expenses and real estate taxes. Only one of the Company’s properties, located in Stamford, CT (“Ridgeway”), is considered significant as its revenue is in excess of 10% of the Company’s consolidated total revenues and accordingly is a reportable segment. The Company has aggregated the remainder of our properties as they share similar long-term economic characteristics and have other similarities including the fact that they are operated using consistent business strategies, are typically located in the same major metropolitan area, and have similar tenant mixes.

Ridgeway is located in Stamford, Connecticut and was developed in the 1950’s and redeveloped in the mid 1990’s. The property contains approximately 374,000 square feet of GLA.  It is the dominant grocery-anchored center and the largest non-mall shopping center located in the City of Stamford, Fairfield County, Connecticut.

Segment information about Ridgeway as required by ASC Topic 280 is included below:

	Year Ended October 31,
	2020			2019			2018
Ridgeway Revenues		11.2	%		10.9	%		10.4	%
All Other Property Revenues		88.8	%		89.1	%		89.6	%
Consolidated Revenue		100.0	%		100.0	%		100.0	%

	Year Ended October 31,
	2020			2019
Ridgeway Assets		6.4	%		6.0	%
All Other Property Assets		93.6	%		94.0	%
Consolidated Assets (Note 1)		100.0	%		100.0	%

Note 1 - Ridgeway did not have any significant expenditures for additions to long-lived assets in any of the fiscal years ended October 31, 2020, 2019 and 2018.

	Year Ended October 31,
	2020			2019			2018
Ridgeway Percent Leased		92	%		97	%		96	%

	Year Ended October 31,
Ridgeway Significant Tenants (by base rent):	2020			2019			2018
The Stop & Shop Supermarket Company		20	%		20	%		20	%
Bed, Bath & Beyond		14	%		14	%		14	%
Marshall’s Inc., a division of the TJX Companies		10	%		10	%		10	%
All Other Tenants at Ridgeway (Note 2)		56	%		56	%		56	%
Total		100	%		100	%		100	%

Note 2 - No other tenant accounts for more than 10% of Ridgeway’s annual base rents in any of the three years presented.  Percentages are calculated as a ratio of the tenants' base rent divided by total base rent of Ridgeway.

	Year Ended October 31, 2020
Income Statement (In Thousands):	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,180	$	112,565	$	126,745
Operating Expenses	$	4,424	$	38,582	$	43,006
Interest Expense	$	1,673	$	11,835	$	13,508
Depreciation and Amortization	$	2,494	$	26,693	$	29,187
Income from Continuing Operations	$	5,589	$	20,481	$	26,070

	Year Ended October 31, 2019
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,859	$	122,023	$	136,882
Operating Expenses	$	4,376	$	41,138	$	45,514
Interest Expense	$	1,704	$	12,398	$	14,102
Depreciation and Amortization	$	2,350	$	25,580	$	27,930
Income from Continuing Operations	$	6,428	$	35,185	$	41,613

	Year Ended October 31, 2018
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,015	$	120,707	$	134,722
Operating Expenses	$	4,094	$	39,308	$	43,402
Interest Expense	$	1,869	$	11,809	$	13,678
Depreciation and Amortization	$	2,616	$	25,711	$	28,327
Income from Continuing Operations	$	5,436	$	36,747	$	42,183

Reclassification

Certain fiscal 2018 and 2019 amounts have been reclassified to conform to current period presentation.

40

New Accounting Standards

In February 2016, the FASB issued ASU 2016-02, "Leases," ASU 2018-10, "Codification improvements to Topic 842, leases," ASU 2018-11, "Leases," and ASU 2018-20, "Leases, Narrow Scope Improvements for Lessors," together ASC Topic 842 - Leases.  ASC Topic 842 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The lessor model stays substantially the same; however, there were modifications to conform lessor accounting with the lessee model, eliminate real estate specific guidance, further define certain lease and non-lease components, and change the definition of initial direct costs of leases requiring significantly more leasing related costs to be expensed upfront. The Company adopted ASC Topic 842 on November 1, 2019, the first day of its fiscal year 2020.  The Company has elected to apply the transition provisions of ASC Topic 842 at the beginning of the period of adoption, and therefore, the Company has not retrospectively adjusted prior periods presented. The Company elected to apply certain adoption related practical expedients for all leases that commenced prior to the effective date. These practical expedients include not reassessing whether any expired or existing contracts are or contain leases; not reassessing the lease classification for any expired or existing leases; and not reassessing initial direct costs for any existing leases. The adoption of this standard did not have a material effect on our financial statements or disclosures therein.  See Lease Income, Revenue Recognition and Tenant Receivables earlier in Note 1 for a more detailed explanation of the adoption.

In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848).” ASU No. 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the three months ended April 30, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

The Company has evaluated all other new ASU's issued by FASB, and has concluded that these updates do not have a material effect on the Company's consolidated financial statements as of October 31, 2020.

41

(2) REAL ESTATE INVESTMENTS

The Company's investments in real estate, net of depreciation, were composed of the following at October 31, 2020 and 2019 (in thousands):

	Consolidated Investment Properties		Unconsolidated Joint Ventures		2020 Totals		2019 Totals
Retail	$	880,838	$	28,679	$	909,517	$	920,261
Office		7,019		-		7,019		9,729
Total	$	887,857	$	28,679	$	916,536	$	929,990

The Company's investments at October 31, 2020 consisted of equity interests in 81 properties.  The 81 properties are located in various regions throughout the northeastern part of the United States with a concentration in the metropolitan New York tri-state area outside of the City of New York.  The Company's primary investment focus is neighborhood and community shopping centers located in the region just described. Since a significant concentration of the Company's properties are in the northeast, market changes in this region could have an effect on the Company's leasing efforts and ultimately its overall results of operations.

42

(3) INVESTMENT PROPERTIES

The components of the properties consolidated in the financial statements are as follows (in thousands):

	October 31,
	2020			2019
Land	$	236,654		$	238,766
Buildings and improvements		912,528			903,004
		1,149,182			1,141,770
Accumulated depreciation		(261,325	)		(241,154	)
	$	887,857		$	900,616

Space at the Company's properties is generally leased to various individual tenants under short and intermediate-term leases which are accounted for as operating leases.

Certain of the Company's leases provide for the payment of additional rent based on a percentage of the tenant's revenues. Such additional percentage rents are included in operating lease income and were less than 1.00% of consolidated revenues in each of the three years ended October 31, 2020.

Significant Investment Property Acquisition Transactions

In December 2018, the Company purchased Lakeview Plaza Shopping Center ("Lakeview") for $12.0 million (exclusive of closing costs).  Lakeview is a 177,000 square foot grocery-anchored shopping center located in Putnam County, NY. In addition, the Company invested an additional $5.8 million for capital improvements, predominantly related to re-building a retaining wall at the back of the property, which has been added to the cost of the property.  The Company funded the purchase and capital improvements made subsequent to the purchase with available cash and borrowings on its unsecured revolving credit facility (the "Facility").

The Company accounted for the purchase of Lakeview as an asset acquisition and allocated the total consideration transferred for the acquisition, including transaction costs, to the individual assets and liabilities acquired on a relative fair value basis.

The financial information set forth below summarizes the Company’s purchase price allocation for the properties acquired during the fiscal year ended October 31, 2019 (in thousands).

	Lakeview
Assets:
Land	$	2,025
Building and improvements	$	10,620
In-place leases	$	772
Above market leases	$	459
Liabilities:
In-place leases	$	-
Below market leases	$	1,123

The value of above and below market leases are amortized as a reduction/increase to base rental revenue over the term of the respective leases.  The value of in-place leases described above are amortized as an expense over the terms of the respective leases.

For the fiscal year ended October 31, 2020,  2019 and 2018, the net amortization of above-market and below-market leases was approximately $706,000, $614,000 and $1,209,000, respectively, which is included in base rents in the accompanying consolidated statements of income.

In Fiscal 2020, the Company incurred costs of approximately $22.3 million related to capital improvements and leasing costs to its properties. Included in the aforementioned amount were $11.3 million in capital improvement costs related to the construction of the Company's ongoing development in Stratford, Connecticut.

43

(4) MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS

At October 31, 2020, the Company has mortgage notes payable and other loans that are due in installments over various periods to fiscal 2031.  The mortgage loans bear interest at rates ranging from 3.5% to 4.9% and are collateralized by real estate investments having a net carrying value of approximately $540.1 million.

Combined aggregate principal maturities of mortgage notes payable during the next five years and thereafter are as follows (in thousands):

	Principal Repayments		Scheduled Amortization		Total
2021	$	-	$	7,252	$	7,252
2022		49,486		6,500		55,986
2023		-		6,233		6,233
2024		18,710		6,289		24,999
2025		82,243		4,052		86,295
Thereafter		105,224		10,282		115,506
	$	255,663	$	40,608	$	296,271

The Company has a $100 million unsecured revolving credit facility with a syndicate of three banks led by The Bank of New York Mellon, as administrative agent. The syndicate also includes Wells Fargo Bank N.A. and Bank of Montreal (co-syndication agents).  The Facility gives the Company the option, under certain conditions, to increase the Facility’s borrowing capacity up to $150 million (subject to lender approval). The maturity date of the Facility is August 23, 2021.  Borrowings under the Facility can be used for general corporate purposes and the issuance of letters of credit (up to $10 million). Borrowings will bear interest at the Company’s option of Eurodollar rate plus 1.35% to 1.95% or The Bank of New York Mellon's prime lending rate plus 0.35% to 0.95% based on consolidated indebtedness, as defined. The Company pays a quarterly fee on the unused commitment amount of 0.15% to 0.25% per annum based on outstanding borrowings during the year. The Facility contains certain representations, financial and other covenants typical for this type of facility. The Company's ability to borrow under the Facility is subject to its compliance with the covenants and other restrictions on an ongoing basis. The principal financial covenants limit the Company's level of secured and unsecured indebtedness and additionally require the Company to maintain certain debt coverage ratios. The Company was in compliance with such covenants at October 31, 2020.

As of October 31, 2020, $64 million was available to be drawn on the Facility.

During the fiscal years ended October 31, 2020 and 2019, the Company borrowed $35.0 million and $25.5 million, respectively, on its Facility to fund capital improvements to our properties, property acquisitions and for general corporate purposes.  During the fiscal years ended 2019, the Company re-paid $54.1 million on its Facility with available cash, cash proceeds from mortgage refinancings, proceeds from the sale of marketable securities, investment property sales and proceeds from the issuance of preferred stock.  There were no repayments in the fiscal year ended October 31, 2020.

In March 2019, the Company refinanced its existing $14.9 million first mortgage secured by its Darien, CT property.  The new mortgage has a principal balance of $25.0 million and has a term of 10 years and requires payments of principal and interest at the rate of LIBOR plus 1.65%.  The Company also entered into an interest rate swap contract with the new lender, which converts the variable interest rate (based on LIBOR) to a fixed rate of 4.815% per annum.

In March 2019, the Company refinanced its existing $9.1 million first mortgage secured by our Newark, NJ property.  The new mortgage has a principal balance of $10.0 million, has a term of 10 years, and requires payments of principal and interest at a fixed rate of 4.63%.

In June 2019, the Company placed a first mortgage on its Brewster, NY property.  The new mortgage has a principal balance of $12.0 million, has a term of 10 years and requires payments of principal and interest at the rate of LIBOR plus 1.75%.  Concurrent with entering into the mortgage, the Company also entered into an interest rate swap contract with the new lender, which converts the variable interest rate (based on LIBOR) to a fixed rate of 3.6325% per annum.

Interest paid in the years ended October 31, 2020, 2019, and 2018 was approximately $13.3 million, $13.7 million and $13.4 million, respectively.

44

(5) CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS

The Company has an investment in five joint ventures, UB Orangeburg, LLC ("Orangeburg"), McLean Plaza Associates, LLC ("McLean"), UB Dumont I, LLC ("Dumont") and UB New City, LLC, each of which owns a commercial retail property, and UB High Ridge, LLC ("UB High Ridge"), which owns three commercial real estate properties.  The Company has evaluated its investment in these five joint ventures and has concluded that these joint ventures are fully controlled by the Company and that the presumption of control is not offset by any rights of any of the limited partners or non-controlling members in these ventures and that the joint ventures should be consolidated into the consolidated financial statements of the Company in accordance with ASC Topic 810, "Consolidation."  The Company’s investment in these consolidated joint ventures is more fully described below:

UB Ironbound, L.P. ("Ironbound")

In August 2019, the Company redeemed the remaining noncontrolling interest in Ironbound for $3.0 million.  After the redemption the Company's ownership of Ironbound increased from 84% to 100%. Ironbound owns the Ferry Plaza grocery-anchored shopping center, located in Newark, NJ.

Orangeburg

The Company, through a wholly-owned subsidiary, is the managing member and owns a 44.6% interest in Orangeburg, which owns a drug store-anchored shopping center. The other member (non-managing) of Orangeburg is the prior owner of the contributed property who, in exchange for contributing the net assets of the property, received units of Orangeburg equal to the value of the contributed property less the value of the assigned first mortgage payable. The Orangeburg operating agreement provides for the non-managing member to receive an annual cash distribution equal to the regular quarterly cash distribution declared by the Company for one share of the Company’s Class A Common stock, which amount is attributable to each unit of Orangeburg ownership. The annual cash distribution is paid from available cash, as defined, of Orangeburg. The balance of available cash, if any, is fully distributable to the Company. Upon liquidation, proceeds from the sale of Orangeburg assets are to be distributed in accordance with the operating agreement. The non-managing member is not obligated to make any additional capital contributions to the partnership. Orangeburg has a defined termination date of December 31, 2097.  Since purchasing this property, the Company has made additional investments in the amount of $6.8 million in Orangeburg and as a result as of October 31, 2020 its ownership percentage has increased to 44.6% from approximately 2.92% at inception.

McLean Plaza

The Company, through a wholly-owned subsidiary, is the managing member and owns a 53% interest in McLean Plaza Associates, LLC, a limited liability company ("McLean"), which owns a grocery-anchored shopping center. The McLean operating agreement provides for the non-managing members to receive a fixed annual cash distribution equal to 5.05% of their invested capital.  The annual cash distribution is paid from available cash, as defined, of McLean.  The balance of available cash, if any, is fully distributable to the Company.  Upon liquidation, proceeds from the sale of McLean assets are to be distributed in accordance with the operating agreement.  The non-managing members are not obligated to make any additional capital contributions to the entity.

UB High Ridge

The Company is the managing member and owns a 16.3% interest in UB High Ridge, LLC.  The Company's initial investment was $5.5 million, and the Company has purchased additional interests totaling $3.2 million and contributed $1.5 million in additional equity to the venture through October 31, 2020.  UB High Ridge, either directly or through a wholly-owned subsidiary, owns three commercial real estate properties, High Ridge Shopping Center, a grocery-anchored shopping center ("High Ridge"), and two single tenant commercial retail properties, one leased to JP Morgan Chase ("Chase Property") and one leased to CVS ("CVS Property").  Two properties are located in Stamford, CT and one property is located in Greenwich, CT.  High Ridge is a shopping center anchored by a Trader Joe's grocery store.  The properties were contributed to the new entities by the former owners who received units of ownership of UB High Ridge equal to the value of properties contributed less liabilities assumed.  The UB High Ridge operating agreement provides for the non-managing members to receive an annual cash distribution, currently equal to 4.58% of their invested capital.

UB Dumont I, LLC

The Company is the managing member and owns a 36.4% interest in UB Dumont I, LLC.  The Company's initial investment was $3.9 million, and the Company has purchased additional interests totaling $630,000 through October 31, 2020.  Dumont owns a retail and residential real estate property, which retail portion is anchored by a Stop & Shop grocery store.  The property is located in Dumont, NJ.  The property was contributed to the new entity by the former owners who received units of ownership of Dumont equal to the value of contributed property less liabilities assumed.   The Dumont operating agreement provides for the non-managing members to receive an annual cash distribution, currently equal to 4.92% of their invested capital.

UB New City I, LLC

The Company is the managing member and owns an 84.3% equity interest in a joint venture, UB New City I, LLC.  The Company's initial investment was $2.4 million, and the Company has purchased additional interests totaling $289,300 through October 31, 2020.  New City owns a single tenant retail real estate property located in New City, NY, which is leased to a savings bank.  In addition, New City rents certain parking spaces on the property to the owner of an adjacent grocery-anchored shopping center.  The property was contributed to the new entity by the former owners who received units of ownership of New City equal to the value of contributed property.   The New City operating agreement provides for the non-managing member to receive an annual cash distribution, currently equal to 5.00% of his invested capital.

Noncontrolling interests:

The Company accounts for noncontrolling interests in accordance with ASC Topic 810, “Consolidation.” Because the limited partners or noncontrolling members in Orangeburg, McLean, UB High Ridge, Dumont and New City have the right to require the Company to redeem all or a part of their limited partnership or limited liability company units for cash, or at the option of the Company shares of its Class A Common stock, at prices as defined in the governing agreements, the Company reports the noncontrolling interests in the consolidated joint ventures in the mezzanine section, outside of permanent equity, of the consolidated balance sheets at redemption value which approximates fair value. The value of the Orangeburg, McLean and a portion of the UB High Ridge and Dumont redemptions are based solely on the price of the Company’s Class A Common stock on the date of redemption.   For the years ended October 31, 2020 and 2019, the Company increased/(decreased) the carrying value of the non-controlling interests by $(15.0) million and $4.5 million, respectively, with the corresponding adjustment recorded in stockholders' equity.

The following table sets forth the details of the Company's redeemable non-controlling interests (amounts in thousands):

	October 31,
	2020			2019
Beginning Balance	$	77,876		$	78,258
Partial redemption of UB High Ridge Noncontrolling Interest		(560	)		(1,413	)
Partial redemption of Dumont Noncontrolling Interest		-			(630	)
Partial redemption of New City Noncontrolling Interest		(198	)		(91	)
Redemption of Ironbound Noncontrolling Interest		-			(2,700	)
Change in Redemption Value		(15,047	)		4,452
Ending Balance	$	62,071		$	77,876

45

(6) INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES

At October 31, 2020 and 2019, investments in and advances to unconsolidated joint ventures consisted of the following (with the Company's ownership percentage in parentheses) (amounts in thousands):

	October 31,
	2020		2019
Chestnut Ridge Shopping Center (50.0%)	$	12,252	$	12,048
Gateway Plaza (50%)		6,929		6,847
Putnam Plaza Shopping Center (66.67%)		2,599		3,446
Midway Shopping Center, L.P. (11.792%)		4,233		4,384
Applebee's at Riverhead (50%)		1,943		1,926
81 Pondfield Road Company (20%)		723		723
Total	$	28,679	$	29,374

Chestnut Ridge

The Company, through a wholly owned subsidiary, owns a 50% undivided tenancy-in-common equity interest in the 76,000 square foot Chestnut Ridge Shopping Center located in Montvale, New Jersey (“Chestnut”), which is anchored by a Fresh Market grocery store.

Plaza 59 Shopping Center

In fiscal 2019, the Company's wholly owned subsidiary that owned a 50% undivided tenancy-in-common interest in Plaza 59 and the other 50% tenancy-in-common owner of Plaza 59 sold the property to an unrelated third party for a sale price of $10.0 million.  In accordance with ASC Topic 610-20, the property was de-recognized and the Company's 50% share of the loss on sale amounted to $462,000, which is included as a reduction of equity in net income from unconsolidated joint ventures on the Company's consolidated statement of income for the year ended October 31, 2019.

Gateway Plaza and Applebee's at Riverhead

The Company, through two wholly owned subsidiaries, owns a 50% undivided tenancy-in-common equity interest in the Gateway Plaza Shopping Center ("Gateway") and Applebee's at Riverhead ("Applebee's").  Both properties are located in Riverhead, New York (together the “Riverhead Properties”).  Gateway, a 198,500 square foot shopping center anchored by a 168,000 square foot Walmart which also has 27,000 square feet of in-line space that is leased and a 3,500 square foot outparcel that is leased.  Applebee's has a 5,400 square foot free standing Applebee’s restaurant with a 7,200 square foot pad site that is leased.

Gateway is subject to an $11.6 million non-recourse first mortgage. The mortgage matures on March 1, 2024 and requires payments of principal and interest at a fixed rate of interest of 4.2% per annum.

Putnam Plaza Shopping Center

The Company, through a wholly owned subsidiary, owns a 66.67% undivided tenancy-in-common equity interest in the 189,000 square foot Putnam Plaza Shopping Center (“Putnam Plaza”), which is anchored by a Tops grocery store.

Putnam Plaza has a first mortgage payable in the amount of $18.3 million. The mortgage requires monthly payments of principal and interest at a fixed rate of 4.81% and will mature in 2028.

Midway Shopping Center, L.P.

The Company, through a wholly owned subsidiary, owns an 11.792% equity interest in Midway Shopping Center L.P. (“Midway”), which owns a 247,000 square foot grocery-anchored shopping center in Westchester County, New York. Although the Company only has an 11.792% equity interest in Midway, it controls 25% of the voting power of Midway, and as such, has determined that it exercises significant influence over the financial and operating decisions of Midway but does not control the venture and accounts for its investment in Midway under the equity method of accounting.

The Company has allocated the $7.4 million excess of the carrying amount of its investment in and advances to Midway over the Company's share of Midway's net book value to real property and is amortizing the difference over the property's estimated useful life of 39 years.

Midway currently has a non-recourse first mortgage payable in the amount of $25.7 million. The loan requires payments of principal and interest at the rate of 4.80% per annum and will mature in 2027.

81 Pondfield Road Company

The Company's other investment in an unconsolidated joint venture is a 20% economic interest in a partnership which owns a retail and office building in Westchester County, New York.

The Company accounts for the above investments under the equity method of accounting since it exercises significant influence, but does not control the joint ventures.  The other venturers in the joint ventures have substantial participation rights in the financial decisions and operation of the ventures or properties, which preclude the Company from consolidating the investments. The Company has evaluated its investment in the joint ventures and has concluded that the joint ventures are not VIE's. Under the equity method of accounting the initial investment is recorded at cost as an investment in unconsolidated joint venture, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions from the venture. Any difference between the carrying amount of the investment on the Company’s balance sheet and the underlying equity in net assets of the venture is evaluated for impairment at each reporting period.

46

(7) LEASES

Lessor Accounting

The Company's Lease income is comprised of both fixed and variable income, as follows:

Fixed lease income includes stated amounts per the lease contract, which are primarily related to base rent. Income for these amounts is recognized on a straight-line basis for all leases for which collectability is considered probable at the commencement date of the lease. For operating leases in which collectability of the lease income is not considered probable, lease income is recognized on a cash basis and all previously recognized uncollectable lease income, including straight-line lease income is reversed in the period in which the lease income is determined not to be probable of collection.

Variable lease income includes recoveries from tenants, which represents amounts that tenants are contractually obligated to reimburse the Company for the tenants’ portion of Recoverable Costs.  Generally, the Company’s leases provide for the tenants to reimburse the Company for Recoverable Costs based on the tenants’ share of the actual costs incurred in proportion to the tenants’ share of leased space in the property.

The following table provides a disaggregation of lease income recognized during the years ended October 31, 2020, 2019 and 2018, under ASC Topic 842, "Leases," as either fixed or variable lease income based on the criteria specified in ASC Topic 842 (in thousands):

	October 31,
	2020			2019			2018
Operating lease income:
Fixed lease income (Base Rent)	$	98,678		$	99,845		$	95,734
Variable lease income (Recoverable Costs)		28,889			32,784			31,144
Other lease related income, net:
Above/below market rent amortization		706			614			1,209
Uncollectable amounts in lease income		(3,916	)		(956	)		(857	)
ASC Topic 842 cash basis lease income reversal		(3,416	)		-			-
Total lease income	$	120,941		$	132,287		$	127,230

Future minimum rents under non-cancelable operating leases for the next five years and thereafter, excluding variable lease payments, are as follows (in thousands):

Fiscal Year Ending
2021(a)	$	99,312
2022		83,631
2023		67,486
2024		57,996
2025		45,831
Thereafter		215,138
Total	$	569,394

(a) The amounts above are based on existing leases in place at October 31, 2020.

47

(8) STOCKHOLDERS' EQUITY

Authorized Stock

The Company's Charter authorizes up to 200,000,000 shares of various classes of stock.  The total number of shares of authorized stock consists of 100,000,000 shares of Class A Common Stock, 30,000,000 shares of Common Stock, 50,000,000 shares of Preferred Stock, and 20,000,000 shares of Excess Stock.

Preferred Stock

The 6.25% Series H Senior Cumulative Preferred Stock (the "Series H Preferred Stock") is nonvoting, has no stated maturity and is redeemable for cash at $25 per share at the Company's option on or after September 18, 2022. The holders of our Series H Preferred Stock have general preference rights with respect to liquidation and quarterly distributions. Except under certain conditions, holders of the Series H Preferred Stock will not be entitled to vote on most matters.  In the event of a cumulative arrearage equal to six quarterly dividends, holders of Series H Preferred Stock, together with all of the Company's other Series of preferred stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Series H Preferred Stock will have the right to convert all or part of the shares of Series H Preferred Stock held by such holder on the applicable conversion date into a number of the Company's shares of Class A common stock. Underwriting commissions and costs incurred in connection with the sale of the Series H Preferred Stock are reflected as a reduction of additional paid in capital.

The 5.875% Series K Senior Cumulative Preferred Stock ("Series K Preferred Stock") is non-voting, has no stated maturity and is redeemable for cash at $25 per share at the Company's option on or after October 1, 2024. The holders of our Series K Preferred Stock have general preference rights with respect to liquidation and quarterly distributions. Except under certain conditions, holders of the Series K Preferred Stock will not be entitled to vote on most matters. In the event of a cumulative arrearage equal to six quarterly dividends, holders of Series K Preferred Stock, together with all of the Company's other series of preferred stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Series K Preferred Stock will have the right to convert all or part of the shares of Series K Preferred Stock held by such holders on the applicable conversion date into a number of the Company's shares of Class A common stock. Underwriting commissions and costs incurred in connection with the sale of the Series K Preferred Stock are reflected as a reduction of additional paid in capital.

On October 1, 2019, we issued a notice of our intent to redeem, on November 1, 2019, all of the outstanding shares of our $25 per share Series G Cumulative Preferred Stock for $25 per share, which includes all unpaid dividends. As a result of our redemption notice we reduced net income applicable to Common and Class A Common stockholders by $2.4 million on our consolidated statement of income for the fiscal year ended October 31, 2019, which represents the difference between redemption value of the stock and carrying value, net of original deferred stock issuance costs. As of October 31, 2019, the Series G Preferred Stock was reclassified out of Stockholders' Equity to preferred stock called for redemption in the liability section of the Company's consolidated balance sheet.  The Series G Cumulative Preferred Stock was redeemed on November 1, 2019.

Common Stock

The Class A Common Stock entitles the holder to 1/20 of one vote per share. The Common Stock entitles the holder to one vote per share. Each share of Common Stock and Class A Common Stock have identical rights with respect to dividends except that each share of Class A Common Stock will receive not less than 110% of the regular quarterly dividends paid on each share of Common Stock.

The following tables set forth the dividends declared per Common share and Class A Common share and tax status for Federal income tax purposes of the dividends paid during the fiscal years ended October 31, 2020 and 2019:

	Common Shares													Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share			Ordinary Income			Capital Gain				Non-Taxable Portion			Gross Dividend Paid Per Share			Ordinary Income			Capital Gain				Non-Taxable Portion
January 17, 2020		$	0.2500		$	0.174386		$	(0.003376	)		$	0.07899		$	0.28		$	0.1953		$	(0.0038	)		$	0.0885
April 17, 2020		$	0.2500		$	0.174386		$	(0.003376	)		$	0.07899		$	0.28		$	0.1953		$	(0.0038	)		$	0.0885
July 17, 2020		$	0.0625		$	0.043597		$	(0.000844	)		$	0.019747		$	0.07		$	0.0488		$	(0.0009	)		$	0.0221
October 16, 2020		$	0.1250		$	0.087193		$	(0.001688	)		$	0.039495		$	0.14		$	0.0977		$	(0.0019	)		$	0.0442
		$	0.6875		$	0.479562		$	(0.009284	)		$	0.217222		$	0.77		$	0.5371		$	(0.0104	)		$	0.2433

	Common Shares												Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share			Ordinary Income			Capital Gain			Non-Taxable Portion			Gross Dividend Paid Per Share			Ordinary Income			Capital Gain			Non-Taxable Portion
January 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
April 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
July 19, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
October 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
		$	0.98		$	0.69342		$	0.024624		$	0.261956		$	1.10		$	0.7784		$	0.0276		$	0.294

The Company has a Dividend Reinvestment and Share Purchase Plan (as amended, the "DRIP"), that permits stockholders to acquire additional shares of Common Stock and Class A Common Stock by automatically reinvesting dividends.  During fiscal 2020, the Company issued 4,451 shares of Common Stock and 6,837 shares of Class A Common Stock (4,545 shares of Common Stock and 5,417 shares of Class A Common Stock in fiscal 2019) through the DRIP.  As of October 31, 2020, there remained 329,410 shares of Common Stock and 380,896 shares of Class A Common Stock available for issuance under the DRIP.

The Company has adopted a stockholder rights plan, pursuant to which each holder of Common Stock received a Common Stock right and each holder of Class A Common Stock received a Class A Common Stock right.  The rights are not exercisable until the Distribution Date and will expire on November 11, 2028, unless earlier redeemed by the Company.   If the rights become exercisable, each holder of a Common Stock right will be entitled to purchase from the Company one one hundredth of a share of Series I Participating Preferred Stock, and each holder of a Class A Common Stock right will be entitled to purchase from the Company one one hundredth of a share of Series J Participating Preferred Stock, in each case, at a price of $85, subject to adjustment.  The “Distribution Date” will be the earlier to occur of the close of business on the tenth business day following:  (a) a public announcement that an acquiring person has acquired beneficial ownership of 10% or more of the total combined voting power of the outstanding Common Stock and Class A Common Stock, or (b) the commencement of a tender offer or exchange offer that would result in the beneficial ownership of 30% or more of the combined voting power of the outstanding Common Stock and Class A Common Stock, number of outstanding Common Stock, or the number of outstanding Class A Common Stock. Thereafter, if certain events occur, holders of Common Stock and Class A Common Stock, other than the acquiring person, will be entitled to purchase shares of Common Stock and Class A Common Stock, respectively, of the Company having a value equal to 2 times the exercise price of the right.

The Company's articles of incorporation provide that if any person acquires more than 7.5% of the aggregate value of all outstanding stock, except, among other reasons, as approved by the Board of Directors, such shares in excess of this limit automatically will be exchanged for an equal number of shares of Excess Stock. Excess Stock has limited rights, may not be voted and is not entitled to any dividends.

Stock Repurchase

The Board of Directors of the Company has approved a share repurchase program (“Current Repurchase Program”) for the repurchase of up to 2,000,000 shares, in the aggregate, of Common stock and Class A Common stock in open market transactions.

For the year ended year ended October 31, 2020 and 2019, the Company did not repurchase any shares under the Current Repurchase Program.  The Company has repurchased 195,413 shares of Class A Common Stock under the Current Repurchase Program.  From the inception of all repurchase programs, the Company has repurchased 4,600 shares of Common Stock and 919,991 shares of Class A Common Stock.

48

(9) STOCK COMPENSATION AND OTHER BENEFIT PLANS

Restricted Stock Plan

The Company has a Restricted Stock Plan, as amended (the "Plan") that provides a form of equity compensation for employees of the Company.  In March 2019, the stockholders of the Company approved an increase in the number of shares available for grant under the Plan by 1,000,000 shares. The Plan, which is administered by the Company's compensation committee, authorizes grants of up to an aggregate of 5,500,000 shares of the Company’s common equity consisting of 350,000 Common shares, 350,000 Class A Common shares and 4,800,000 shares, which at the discretion of the compensation committee, may be awarded in any combination of Class A Common shares or Common shares.

In fiscal 2020, the Company awarded 105,450 shares of Common Stock and 120,800 shares of Class A Common Stock to participants in the Plan. The grant date fair value of restricted stock grants awarded to participants in 2020 was approximately $5.0 million. As of October 31, 2020, there was $12.7 million of unamortized restricted stock compensation related to non-vested restricted stock grants awarded under the Plan. The remaining unamortized expense is expected to be recognized over a weighted average period of 4.8 years. For the years ended October 31, 2020, 2019 and 2018, amounts charged to compensation expense totaled $5,523,000, $4,336,000 and $4,394,000, respectively. The year ended October 31, 2020 amount charged to compensation expense includes $1.4 million related to the accelerated vesting of previously unamortized restricted stock compensation as the result of the death of our Chairman Emeritus, Charles J. Urstadt, in March 2020.

A summary of the status of the Company's non-vested restricted stock awards as of October 31, 2020, and changes during the year ended October 31, 2020 is presented below:

	Common Shares					Class A Common Shares
	Shares			Weighted-Average Grant Date Fair Value		Shares			Weighted-Average Grant Date Fair Value
Non-vested at October 31, 2019		1,146,100		$	17.52		463,225		$	21.07
Granted		105,450		$	19.59		120,800		$	23.96
Vested		(327,000	)	$	17.71		(92,375	)	$	22.20
Forfeited		-		$	-		(700	)	$	23.23
Non-vested at October 31, 2020		924,550		$	17.69		490,950		$	21.56

Profit Sharing and Savings Plan

The Company has a profit sharing and savings plan (the "401K Plan"), which permits eligible employees to defer a portion of their compensation in accordance with the Internal Revenue Code. Under the 401K Plan, the Company made contributions on behalf of eligible employees. The Company made contributions to the 401K Plan of approximately $253,000, $224,000 and $220,000 in each of the three years ended October 31, 2020, 2019 and 2018, respectively. The Company also has an Excess Benefit and Deferred Compensation Plan that allows eligible employees to defer benefits in excess of amounts provided under the Company's 401K Plan and a portion of the employee's current compensation.

49

(10) FAIR VALUE MEASUREMENTS

ASC Topic 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants.

ASC Topic 820’s valuation techniques are based on observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair value hierarchy:

• Level 1- Quoted prices for identical instruments in active markets

• Level 2- Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant value drivers are observable

• Level 3- Valuations derived from valuation techniques in which significant value drivers are unobservable

The Company calculates the fair value of the redeemable noncontrolling interests based on either quoted market prices on national exchanges for those interests based on the Company's Class A Common stock (level 1), contractual redemption prices per share as stated in governing agreements (level 2) or unobservable inputs considering the assumptions that market participants would make in pricing the obligations (level 3). The level 3 inputs used include an estimate of the fair value of the cash flow generated by the limited partnership or limited liability company in which the investor owns the joint venture units capitalized at prevailing market rates for properties with similar characteristics or located in similar areas.

The fair values of interest rate swaps are determined using widely accepted valuation techniques, including discounted cash flow analysis, on the expected cash flows of each derivative. The analysis reflects the contractual terms of the swaps, including the period to maturity, and uses observable market-based inputs, including interest rate curves ("significant other observable inputs.") The fair value calculation also includes an amount for risk of non-performance using "significant unobservable inputs" such as estimates of current credit spreads to evaluate the likelihood of default. The Company has concluded, as of October 31, 2020 and 2019, that the fair value associated with the "significant unobservable inputs" relating to the Company's risk of non-performance was insignificant to the overall fair value of the interest rate swap agreements and, as a result, the Company has determined that the relevant inputs for purposes of calculating the fair value of the interest rate swap agreements, in their entirety, were based upon "significant other observable inputs".

The Company measures its redeemable noncontrolling interests and interest rate swap derivatives at fair value on a recurring basis.  The fair value of these financial assets and liabilities was determined using the following inputs at October 31, 2020 and 2019 (amounts in thousands):

	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
October 31, 2020
Liabilities:
Interest Rate Swap Agreements	$	13,300	$	-	$	13,300	$	-
Redeemable noncontrolling interests	$	62,071	$	9,921	$	51,604	$	546
October 31, 2019
Liabilities:
Interest Rate Swap Agreements	$	6,754	$	-	$	6,754	$	-
Redeemable noncontrolling interests	$	77,876	$	24,968	$	52,362	$	546

Fair market value measurements based upon Level 3 inputs changed (in thousands) from $2,768 at November 1, 2018 to $546 at October 31, 2019 as a result of a redemption of noncontrolling interest in Ironbound in August of fiscal 2019 in the amount of $2,700 and a $478 increase in the redemption value of the Company's noncontrolling interest in Ironbound in accordance with the application of ASC Topic 810.

Fair Value of Financial Instruments

The carrying values of cash and cash equivalents, tenant receivables, prepaid expenses, other assets, accounts payable and accrued expenses, are reasonable estimates of their fair values because of the short-term nature of these instruments. The carrying value of the Facility is deemed to be at fair value since the outstanding debt is directly tied to monthly LIBOR contracts. Mortgage notes payable that were assumed in property acquisitions were recorded at their fair value at the time they were assumed.

The estimated fair value of mortgage notes payable and other loans was approximately $316 million and $311 million at October 31, 2020 and October 31, 2019, respectively. The estimated fair value of mortgage notes payable is based on discounting the future cash flows at a year-end risk adjusted borrowing rates currently available to the Company for issuance of debt with similar terms and remaining maturities. These fair value measurements fall within level 2 of the fair value hierarchy.

Although management is not aware of any factors that would significantly affect the estimated fair value amounts from October 31, 2019, such amounts have not been comprehensively revalued for purposes of these financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein.

50

(11) COMMITMENTS AND CONTINGENCIES

In the normal course of business, from time to time, the Company is involved in legal actions relating to the ownership and operations of its properties.  In management’s opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company.  At October 31, 2020, the Company had commitments of approximately $7.6 million for tenant-related obligations.

During and subsequent to fiscal 2020, the world has continued to be impacted by the COVID-19 pandemic. It has created significant economic uncertainty and volatility. The extent to which the COVID-19 pandemic continues to impact the Company’s business, operations and financial results will depend on numerous evolving factors that the Company is not able to predict at this time, including the duration and scope of the pandemic, governmental, business and individual actions that have been and continue to be taken in response to the pandemic, the impact on economic activity from the pandemic and actions taken in response, the effect on the Company’s tenants and their businesses, the ability of tenants to make their rental payments and any additional closures of tenants’ businesses. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price.

51

(12) QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The unaudited quarterly results of operations for the years ended October 31, 2020 and 2019 are as follows (in thousands, except per share data):

	Year Ended October 31, 2020												Year Ended October 31, 2019
	Quarter Ended												Quarter Ended
	Jan 31			Apr 30			Jul 31			Oct 31			Jan 31			Apr 30			Jul 31			Oct 31
Revenues	$	34,348		$	31,280		$	28,799		$	32,318		$	34,267		$	34,105		$	34,392		$	34,117
Income from Continuing Operations	$	9,521		$	7,240		$	5,923		$	3,386		$	10,018		$	9,960		$	11,427		$	10,208
Net Income Attributable to Urstadt Biddle Properties Inc.	$	8,483		$	6,212		$	4,988		$	2,500		$	8,917		$	8,860		$	10,333		$	9,170
Preferred Stock Dividends		(3,412	)		(3,413	)		(3,412	)		(3,413	)		(3,063	)		(3,062	)		(3,063	)		(3,601	)
Redemption of Preferred Stock		-			-			-			-			-			-			-			(2,363	)
Net Income (Loss) Applicable to Common and Class A Common Stockholders	$	5,071		$	2,799		$	1,576		$	(913	)	$	5,854		$	5,798		$	7,270		$	3,206
Per Share Data:
Basic:
Class A Common Stock	$	0.14		$	0.07		$	0.04		$	(0.02	)	$	0.16		$	0.16		$	0.19		$	0.09
Common Stock	$	0.12		$	0.07		$	0.04		$	(0.02	)	$	0.14		$	0.14		$	0.17		$	0.08
Diluted:
Class A Common Stock	$	0.13		$	0.07		$	0.04		$	(0.02	)	$	0.16		$	0.15		$	0.19		$	0.08
Common Stock	$	0.12		$	0.07		$	0.04		$	(0.02	)	$	0.14		$	0.14		$	0.17		$	0.07

Amounts may not equal full year results due to rounding.

Certain prior period amounts are reclassified to correspond to current period presentation.

52

(13) SUBSEQUENT EVENTS

On December 15, 2020, the Board of Directors of the Company declared cash dividends of $0.125 for each share of Common Stock and $0.14 for each share of Class A Common Stock.  The dividends are payable on January 15, 2021 to stockholders of record on January 5, 2021. The Board of Directors also ratified the actions of the Company’s compensation committee authorizing awards of 105,850 shares of Common Stock and 125,800 shares of Class A Common Stock to certain officers, directors and employees of the Company effective January 4, 2021, pursuant to the Company’s restricted stock plan.  The fair value of the shares awarded totaling $3.0 million will be charged to expense over the requisite service periods (see Note 1).

53

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of Urstadt Biddle Properties Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Urstadt Biddle Properties Inc. (the “Company”) as of October 31, 2020 and 2019, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended October 31, 2020, and the related notes and schedule listed in the Index at Item 15(A)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of October 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended October 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of October 31, 2020, based on criteria established in Internal Control–Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated January 12, 2021, expressed an unqualified opinion thereon.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ PKF O'Connor Davies, LLP

We have served as the Company’s auditor since 2006.

New York, New York

January 12, 2021

54

URSTADT BIDDLE PROPERTIES INC.

October 31, 2020

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

(In thousands)

COL. A		COL. B			COL. C					COL. D					COL. E					COL. F	COL G/H	COL. I
					Initial Cost to Company					Cost Capitalized Subsequent to Acquisition					Amount at which Carried at Close of Period
Description and Location		Encumbrances		Land			Building & Improvements		Land			Building & Improvements		Land		Building & Improvements		Totals		Accumulated Depreciation (b)	Date Constructed/Acquired	Life on which depreciation for building and improvements in latest income statement is computed (c)
Real Estate Subject to Operating Leases (a):
Office Buildings:
Greenwich, CT	$	-	$	708		$	1,641	$	-		$	258	$	708	$	1,899	$	2,607	$	898	2001	31.5
Greenwich, CT		-		488			1,139		-			622		488		1,761		2,249		826	2000	31.5
Greenwich, CT		-		570			2,359		-			1,219		570		3,578		4,148		1,607	1998	31.5
Greenwich, CT		-		199			795		(1)			582		198		1,377		1,575		715	1993	31.5
Greenwich, CT		-		111			444		1			331		112		775		887		402	1994	31.5
		-		2,076			6,378		-			3,012		2,076		9,390		11,466		4,448
Retail Properties:
Bronxville, NY		-		60			239		95			771		155		1,010		1,165		279	2009	39
Yonkers, NY		-		30			121		183			734		213		855		1,068		242	2009	39
Yonkers, NY		-		30			121		85			341		115		462		577		131	2009	39
New Milford, CT		-		2,114			8,456		71			609		2,185		9,065		11,250		2,918	2008	39
New Milford, CT		-		4,492			17,967		166			3,500		4,658		21,467		26,125		5,943	2010	39
Newark, NJ		10,327		5,252			21,023		-			1,531		5,252		22,554		27,806		7,559	2008	39
Waldwick, NJ		-		1,266			5,064		-			41		1,266		5,105		6,371		1,678	2007	39
Emerson NJ		256		3,633			14,531		-			1,808		3,633		16,339		19,972		5,771	2007	39
Pelham, NY		-		1,694			6,843		-			149		1,694		6,992		8,686		2,577	2006	39
Stratford, CT		23,540		10,173			40,794		3,914			22,966		14,087		63,760		77,847		22,613	2005	39
Yorktown Heights, NY		-		5,786			23,221		-			15,590		5,786		38,811		44,597		11,673	2005	39
Rye, NY		-		909			3,637		-			376		909		4,013		4,922		1,726	2004	39
Rye, NY		-		483			1,930		-			113		483		2,043		2,526		843	2004	39
Rye, NY		-		239			958		-			64		239		1,022		1,261		417	2004	39
Rye, NY		-		695			2,782		-			20		695		2,802		3,497		1,189	2004	39
Somers, NY		-		4,318			17,268		-			412		4,318		17,680		21,998		7,800	2003	39
Westport, CT		-		2,076			8,305		-			647		2,076		8,952		11,028		4,020	2003	39
Orange, CT		-		2,320			10,564		-			6,008		2,320		16,572		18,892		5,395	2003	39
Stamford, CT		46,456		17,964			71,859		-			6,650		17,964		78,509		96,473		38,849	2002	39
Danbury, CT		-		2,459			4,566		-			903		2,459		5,469		7,928		2,784	2002	39
Briarcliff, NY		-		2,222			5,185		1,234			8,881		3,456		14,066		17,522		4,215	2001	40
Somers, NY		-		1,833			7,383		-			3,661		1,833		11,044		12,877		5,433	1999	31.5
Briarcliff, NY		-		380			1,531		-			143		380		1,674		2,054		945	1999	40
Briarcliff, NY		14,232		2,300			9,708		2			2,623		2,302		12,331		14,633		6,386	1998	40
Ridgefield, CT		-		900			3,793		291			3,288		1,191		7,081		8,272		2,806	1998	40
Darien, CT		24,227		4,260			17,192		-			700		4,260		17,892		22,152		9,910	1998	40
Eastchester, NY		-		1,500			6,128		-			2,929		1,500		9,057		10,557		4,724	1997	31
Danbury, CT		-		3,850			15,811		-			5,206		3,850		21,017		24,867		14,067	1995	31.5
Carmel, NY		-		1,488			5,973		-			339		1,488		6,312		7,800		3,873	1995	31.5
Somers, NY		-		821			2,600		-			646		821		3,246		4,067		1,892	1992	31.5
Wayne, NJ		-		2,492			9,966		-			6,312		2,492		16,278		18,770		8,190	1992	31
Newington, NH		-		728			1,997		-			(809)		728		1,188		1,916		885	1979	40
Katonah, NY		-		1,704			6,816		-			56		1,704		6,872		8,576		1,863	2010	39
Fairfield, CT		-		3,393			13,574		153			1,234		3,546		14,808		18,354		3,516	2011	39
New Milford, CT		-		2,168			8,672		-			70		2,168		8,742		10,910		2,139	2011	39
Eastchester, NY		-		1,800			7,200		78			470		1,878		7,670		9,548		1,741	2012	39
Orangetown, NY		6,067		3,200			12,800		30			7,591		3,230		20,391		23,621		3,905	2012	39
Greenwich, CT		4,342		1,600			6,401		28			677		1,628		7,078		8,706		1,485	2013	39
Various		-		799			3,590		79			(59)		878		3,531		4,409		691	2013	39
Greenwich, CT		5,415		1,998			7,994		53			283		2,051		8,277		10,328		1,589	2013	39
New Providence, NJ		17,137		6,970			27,880		463			3,004		7,433		30,884		38,317		6,164	2013	39
Chester, NJ		-		570			2,280		(34)			(137)		536		2,143		2,679		434	2012	39
Bethel, CT		-		1,800			7,200		(18)			24		1,782		7,224		9,006		1,253	2014	39
Bloomfield, NJ		-		2,201			8,804		218			2,023		2,419		10,827		13,246		1,804	2014	39
Boonton, NJ		6,761		3,670			14,680		14			209		3,684		14,889		18,573		2,614	2014	39
Yonkers, NY		5,000		3,060			12,240		333			1,331		3,393		13,571		16,964		2,098	2014	39
Greenwich, CT		7,374		3,223			12,893		6			263		3,229		13,156		16,385		2,066	2014	40
Greenwich, CT		14,313		6,257			25,029		27			886		6,284		25,915		32,199		4,021	2014	40
Midland Park, NJ		19,308		8,740			34,960		(44)			568		8,696		35,528		44,224		5,490	2015	39
Pompton Lakes, NJ		18,238		8,140			32,560		(1,250)			(4,083)		6,890		28,477		35,367		4,321	2015	39
Wyckoff, NJ		7,665		3,490			13,960		17			206		3,507		14,166		17,673		2,152	2015	39
Kinnelon, NJ		10,202		4,540			18,160		(28)			3,980		4,512		22,140		26,652		4,538	2015	39
Fort Lee, NJ		-		798			3,192		(14)			(55)		784		3,137		3,921		436	2015	39
Harrison, NY		-		2,000			8,000		(10)			1,405		1,990		9,405		11,395		1,174	2015	39
Stamford, CT		20,773		12,686			32,620		-			931		12,686		33,551		46,237		3,643	2016	39
Stamford, CT		-		3,691			9,491		-			86		3,691		9,577		13,268		1,007	2016	39
Derby, CT		-		651			7,652		-			206		651		7,858		8,509		786	2017	39
Passaic, NJ		3,224		2,039			5,616		1			1,568		2,040		7,184		9,224		621	2017	39
Stamford, CT (HRC)		9,411		17,178			43,677		-			584		17,178		44,261		61,439		4,115	2017	39
Stamford, CT (HRChase)		-		2,376			1,458		-			-		2,376		1,458		3,834		134	2017	39
Old Greenwich , CT (HRCVS)		1,092		2,295			2,700		-			4		2,295		2,704		4,999		249	2017	39
Waldwick, NJ		-		2,761			5,571		1			260		2,762		5,831		8,593		492	2017	39
Dumont, NJ		9,438		6,646			15,341		3			284		6,649		15,625		22,274		1,305	2017	39
Ridgefield, CT		-		293			2,782		-			441		293		3,223		3,516		260	2017	39
Yonkers, NY		-		7,525			5,920		1			276		7,526		6,196		13,722		424	2017	39
New City, NY		-		2,494			631		12			4		2,506		635		3,141		39	2017	39
Brewster, NY		11,473		4,106			10,620		2,789			916		6,895		11,536		18,431		575	2019	39
		296,271		225,629			780,480		8,949			122,658		234,578		903,138		1,137,716		256,877
Total	$	296,271	$	227,705		$	786,858	$	8,949		$	125,670	$	236,654	$	912,528	$	1,149,182	$	261,325

55

URSTADT BIDDLE PROPERTIES INC.

October 31, 2020

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION - CONTINUED

(In thousands)

	Year Ended October 31,
NOTES:	2020			2019			2018
(a) RECONCILIATION OF REAL ESTATE-OWNED SUBJECT TO OPERATING LEASES
Balance at beginning of year	$	1,141,770		$	1,118,075		$	1,090,402
Property improvements during the year		24,443			18,372			7,781
Properties acquired during the year		-			12,643			22,517
Properties sold during the year		(11,335	)		(4,395	)		-
Property assets fully depreciated and written off		(5,696	)		(2,925	)		(2,625	)
Balance at end of year (e)	$	1,149,182		$	1,141,770		$	1,118,075
(b) RECONCILIATION OF ACCUMULATED DEPRECIATION
Balance at beginning of year	$	241,154		$	218,653		$	195,020
Provision during the year charged to income (d)		27,438			26,427			26,258
Property sold during the year		(1,571	)		(1,001	)		-
Property assets fully depreciated and written off		(5,696	)		(2,925	)		(2,625	)
Balance at end of year	$	261,325		$	241,154		$	218,653

(c) Tenant improvement costs are depreciated over the life of the related leases, which range from 5 to 20 years.

(d) The depreciation provision represents the expense calculated on real property only.

(e) The aggregate cost for Federal Income Tax purposes for real estate subject to operating leases was approximately $868 million at October 31, 2020.

56

Item 16. Form 10-K Summary.

Not applicable

57

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	URSTADT BIDDLE PROPERTIES INC.
	(Registrant)
Dated: January 13, 2021	/s/ Willing L. Biddle
	Willing L. Biddle
	President and Chief Executive Officer
Dated: January 13, 2021	/s/ John T. Hayes
	John T. Hayes
	Senior Vice President and Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

58

Pursuant to the requirements of the Securities Exchange Act of 1934, the following persons on behalf of the Registrant and in the capacities and on the date indicated have signed this Report below.

/s/ Charles D. Urstadt	January 13, 2021
Charles D. Urstadt
Chairman and Director
/s/ Willing L. Biddle	January 13, 2021
Willing L. Biddle
President, Chief Executive Officer and Director
(Principal Executive Officer)
/s/ John T. Hayes	January 13, 2021
John T. Hayes
Senior Vice President & Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
/s/ Kevin J. Bannon	January 13, 2021
Kevin J. Bannon
Director
/s/ Catherine U. Biddle	January 13, 2021
Catherine U. Biddle
Director
/s/ Richard Grellier	January 13, 2021
Richard Grellier
Director
/s/ Robert J. Mueller	January 13, 2021
Robert J. Mueller
Director
/s/ Bryan O. Colley	January 13, 2021
Bryan O. Colley
Director
/s/ Noble Carpenter	January 13, 2021
Noble Carpenter
Director
/s/ Willis H. Stephens Jr.	January 13, 2021
Willis H. Stephens Jr
Director

59

EX-4.7

Exhibit 4.7

DESCRIPTION OF CAPITAL STOCK

The following is a summary of the material terms of our securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and provisions of our charter, as amended and supplemented, and our bylaws, as amended and restated.  The summary is subject to and qualified in its entirely by reference to the charter, as amended and supplemented, and bylaws, as amended and restated, each of which is incorporated by reference as an exhibit to the Annual Report on Form 10-K of which this exhibit is a part.  It also summarizes some relevant provisions of Maryland General Corporation Law, which we refer to as MGCL, and is subject to and qualified in its entirely by reference to the MGCL.

General

Under our charter, as amended and supplemented, we may issue up to 30,000,000 shares of common stock, 100,000,000 shares of Class A common stock, 50,000,000 shares of preferred stock and 20,000,000 shares of excess stock. The shares of preferred stock may be issued from time to time in one or more series, without stockholder approval, with such designations, powers, preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends or other distributions, qualifications and terms or conditions of redemption, in each case, if any, as are permitted by Maryland law and as our board of directors may determine by approving a supplement to our charter without any further vote or action by our stockholders. In addition, our board of directors may amend our charter without action by our stockholders to increase or decrease the number of shares of stock of any class that we are authorized to issue.

See our most recent periodic report filed pursuant to the Securities Exchange Act of 1934, as amended, for the number of shares of common stock, Class A common stock and preferred stock outstanding as of a recent date. We also have reserved 150,000 Series I Participating Preferred Shares, par value $0.01 per share (“Series I Preferred Stock”), and 450,000 Series J Participating Preferred Shares, par value $0.01 per share (“Series J Preferred Stock”), for issuance pursuant to a stockholder rights plan between us and Computershare Inc., as rights agent. In the event that the rights become exercisable, the shares of Series I Preferred Stock and the Series J Preferred Stock that are issuable upon the exercise of such rights will rank junior to the Series K Preferred Stock and Series H Preferred Stock as to dividends and amounts distributed upon liquidation.

Description of Common Stock and Class A Common Stock

Voting

Under our charter, holders of our common stock are entitled to one vote per share on all matters submitted to the common stockholders for vote at all meetings of stockholders. Holders of our Class A common stock are entitled to 1/20th of one vote per share on all matters submitted to the common stockholders for vote at all meetings of stockholders. Except as otherwise required by law or as to certain matters as to which separate class voting rights may be granted in the future to holders of one or more other classes or series of our capital stock, holders of common stock and Class A common stock vote together as a single class, and not as separate classes, on all matters voted upon by our stockholders.

Dividends and Distributions

Subject to the requirements with respect to preferential dividends on any of our preferred stock, dividends and distributions are declared and paid to the holders of common stock and Class A common stock in cash, property or our other securities (including shares of any class or series whether or not shares of such class or series are already outstanding) out of funds legally available therefor. Each share of common stock and each share of Class A common stock has identical rights with respect to dividends and distributions, subject to the following:

● with respect to regular quarterly dividends, each share of Class A common stock entitles the holder thereof to receive not less than 110% of amounts paid on each share of common stock, the precise amount of such dividends on the Class A common stock being subject to the discretion of our board of directors; 

● a stock dividend on the common stock may be paid in shares of common stock or shares of Class A common stock; and 

● a stock dividend on shares of Class A common stock may be paid only in shares of Class A common stock.

If we pay a stock dividend on the common stock in shares of common stock, we are required to pay a stock dividend on the Class A common stock in a proportionate number of shares of Class A common stock. The dividend provisions of the common stock and Class A common stock provide our board of directors with the flexibility to determine appropriate dividend levels, if any, under the circumstances from time to time.

Mergers and Consolidations

In the event we merge, consolidate or combine with another entity (whether or not we are the surviving entity), holders of shares of Class A common stock will be entitled to receive the same per share consideration as the per share consideration, if any, received by holders of common stock in that transaction

.

Liquidation Rights

Holders of common stock and Class A common stock have the same rights with respect to distributions in connection with a partial or complete liquidation of our Company.

Restrictions on Ownership and Transfer

We have the right to refuse transfers of stock that could jeopardize our status as a REIT and to redeem any shares of stock in excess of 7.5% of the value of our outstanding stock beneficially owned by any person (other than an Exempted Person). See “—Restrictions on Ownership and Transfer.”

Transferability

The common stock and Class A common stock are freely transferable, and except for the ownership limit and federal and state securities laws restrictions on our directors, officers and other affiliates and on persons holding “restricted” stock, our stockholders are not restricted in their ability to sell or transfer shares of the common stock or Class A common stock.

Sinking Fund, Preemptive, Subscription and Redemption Rights

Neither the common stock nor the Class A common stock carries any sinking fund, preemptive, subscription or redemption rights enabling a holder to subscribe for or receive shares of any class of our stock or any other securities convertible into shares of any class of our stock.

Listing

The common stock is listed on the New York Stock Exchange, which we refer to as NYSE, under the symbol “UBP.”  The Class A common stock is listed on the NYSE under the symbol “UBA.”

Transfer Agent and Registrar

The transfer agent and registrar for the common stock and Class A common stock is Computershare Inc.

Description of Series K Preferred Stock

Maturity

The holders of Series K Preferred Stock have no preemptive rights with respect to any shares of our stock. The Series K Preferred Stock will not be subject to any sinking fund, and we have no obligation to redeem or retire the Series K Preferred Stock. Unless redeemed or repurchased by us or converted by the holders in connection with a Change of Control, the Series K Preferred Stock will have perpetual terms, with no maturity.

Our charter and the MGCL permit us to further “reopen” this series, without the consent of the holders of the Series K Preferred Stock, in order to issue additional shares of Series K Preferred Stock. Thus, we may in the future issue additional shares of Series K Preferred Stock without the consent of existing holders. Any additional shares of Series K Preferred Stock will have the same terms as the shares of Series K Preferred Stock already outstanding.  Any additional shares of Series K Preferred Stock will, together with the Series K Preferred Stock already outstanding, constitute a single series of our preferred stock.

Ranking

The Series K Preferred Stock ranks, with respect to dividend rights and rights upon our liquidation, dissolution or winding up:

● senior to our common stock and Class A common stock and to all other equity securities we issue ranking junior to the Series K Preferred Stock with respect to dividend rights or rights upon our liquidation, dissolution or winding up, including the Series I Preferred Stock, if and when issued, and Series J Preferred Stock, if and when issued;

● on a parity with the Series H Preferred Stock, and with all other equity securities we issue the terms of which specifically provide that such equity securities rank on a parity with the Series K Preferred Stock with respect to dividend rights or rights upon our liquidation, dissolution or winding up; and

● junior to all of our existing and future indebtedness and to any equity securities that we may issue in the future the terms of which specifically provide that such equity securities rank senior to the Series K Preferred Stock with respect to dividend rights or rights upon our liquidation, dissolution or winding up.

Dividends

Holders of shares of the Series K Preferred Stock are entitled to receive, when and as authorized by our board of directors and declared by us, out of our funds legally available for the payment of dividends, preferential cumulative dividends payable in cash at the rate per annum of $1.4688 per share of the Series K Preferred Stock (the “Annual Dividend Rate”), which is equivalent to a rate of 5.875% per annum of the $25.00 per share liquidation preference. These dividends are cumulative from, and including, the date of original issue of the Series K Preferred Stock, which was October 1, 2019, and are payable in arrears for each quarterly period ending January 31, April 30, July 31 and October 31 on January 31, April 30, July 31 and October 31 of each year, respectively, or, if any such date is not a business day, no later than the next succeeding business day. The amount of dividends payable on each dividend payment date for the Series K Preferred Stock will be computed by dividing the Annual Dividend Rate by four. The amount of any dividend payable on the Series K Preferred Stock with respect to any other period (that is shorter or longer than one full quarterly period), will be computed on the basis of a 360-day year consisting of twelve 30-day months. Dividends are payable to holders of record as they appear in our stockholder records at the close of business on the applicable record date determined each quarter by our board of directors, which shall not be more than 30 days preceding the applicable dividend payment date.

We will not declare dividends on outstanding shares of the Series K Preferred Stock or pay or set apart for payment dividends on the Series K Preferred Stock at any time if the terms and provisions of any agreement of our company, including any agreement relating to our indebtedness, prohibits the declaration, payment or setting apart for payment or provides that the declaration, payment or setting apart for payment would constitute a breach or a default under the agreement, or if the declaration, payment or setting apart is restricted or prohibited by law.

Notwithstanding the foregoing, dividends on the Series K Preferred Stock accrue whether or not we have earnings, whether or not there are funds legally available for the payment of those dividends and whether or not those dividends are authorized or declared. Accrued but unpaid dividends on the Series K Preferred Stock do not bear interest and holders of the Series K Preferred Stock are not entitled to any distributions in excess of full cumulative distributions described above.

Except as described in the next sentence, no dividends will be authorized, declared and paid or authorized, declared and set apart for payment on any of our capital stock ranking, as to dividends, on a parity with the Series K Preferred Stock (other than a dividend in shares of common stock or Class A common stock or in shares of any other class of stock ranking junior to the Series K Preferred Stock as to dividends and upon liquidation) for any period unless full cumulative dividends have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof is set apart for such payment on outstanding shares of the Series K Preferred Stock for all past dividend periods. When dividends are not paid in full (or a sum sufficient for such full payment is not so set apart) upon the Series K Preferred Stock and the shares of any other series of preferred stock ranking on a parity as to dividends with the Series K Preferred Stock, all dividends authorized and declared upon the Series K Preferred Stock and any other series of preferred stock ranking on a parity as to dividends with the Series K Preferred Stock will be authorized and declared ratably so that the amount of dividends authorized and declared per share of Series K Preferred Stock and such other series of preferred stock will in all cases bear to each other the same ratio that accrued dividends per share on the Series K Preferred Stock and such other series of preferred stock (which will not include any accrual in respect of unpaid dividends for prior dividend periods if such preferred stock does not have a cumulative dividend) bear to each other.

Except as described in the immediately preceding paragraph, unless full cumulative dividends on outstanding shares of the Series K Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof is set apart for payment for all past dividend periods, we will not declare or pay or set aside for payment dividends (other than in shares of our common stock or Class A common stock or other shares of capital stock ranking junior to the Series K Preferred Stock as to dividends and upon liquidation), declare or make any other distribution on our common stock or Class A common stock, or any other capital stock ranking junior to or on a parity with the Series K Preferred Stock as to dividends or upon liquidation, or redeem, purchase or otherwise acquire for any consideration, or pay or make available any monies for a sinking fund for the redemption of, any of our shares of common stock or Class A common stock or any other shares of our capital stock ranking junior to or on a parity with the Series K Preferred Stock as to dividends or upon liquidation (except by conversion into or exchange for our other capital stock ranking junior to the Series K Preferred Stock as to dividends and upon liquidation or redemption for the purpose of preserving our qualification as a REIT).

Holders of shares of the Series K Preferred Stock are not entitled to any dividend, whether payable in cash, property or stock, in excess of full cumulative dividends on the Series K Preferred Stock, as described above. Any dividend payment made on shares of the Series K Preferred Stock is first credited against the earliest accrued but unpaid dividend due with respect to those shares which remains payable. So long as no dividends are in arrears, we are entitled at any time and from time to time to repurchase shares of Series K Preferred Stock in open-market transactions duly authorized by our board of directors and effected in compliance with applicable laws.

Liquidation Preference

Upon any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of shares of Series K Preferred Stock are entitled to be paid out of our assets legally available for distribution to our stockholders a $25.00 per share liquidation preference, plus an amount equal to any accrued and unpaid dividends to, but excluding, the date of payment (whether or not declared), but without interest, before any distribution of assets may be made to holders of our common stock or Class A common stock or any other class or series of our capital stock ranking junior to the Series K Preferred Stock as to liquidation rights. However, the holders of the shares of Series K Preferred Stock are not entitled to receive the liquidating distribution described above until the liquidation preference of any other series or class of our capital stock hereafter issued ranking senior as to liquidation rights to the Series K Preferred Stock has been paid in full. The holders of Series K Preferred Stock and all series or classes of our capital stock ranking on a parity as to liquidation rights with the Series K Preferred Stock are entitled to share ratably, in accordance with the respective preferential amounts payable on such capital stock, in any distribution (after payment of the liquidation preference of any of our capital stock ranking senior to the Series K Preferred Stock as to liquidation rights) which is not sufficient to pay in full the aggregate of the amounts of the liquidating distributions to which they would otherwise be respectively entitled. Holders of Series K Preferred Stock are entitled to written notice of any liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Series K Preferred Stock have no right or claim to any of our remaining assets. Our consolidation or merger with or into any other corporation, trust or entity or of any other corporation with or into our company, or the sale, lease or conveyance of all or substantially all of our property or business, is not deemed to constitute our liquidation, dissolution or winding up.

In determining whether a distribution to holders of Series K Preferred Stock (other than upon voluntary or involuntary liquidation) by dividend, redemption or other acquisition of shares of our stock or otherwise is permitted under the MGCL, no effect will be given to amounts that would be needed, if we were to be dissolved at the time of the distribution, to satisfy the preferential rights upon distribution of holders of shares of our stock whose preferential rights upon dissolution are superior to those receiving the distribution.

Optional Redemption

The Series K Preferred Stock is not redeemable by us prior to October 1, 2024, except under circumstances where it is necessary to preserve our status as a REIT for U.S. federal income tax purposes and except as described below upon the occurrence of a Change of Control. On and after October 1, 2024, we may, at our option, upon not less than 30 nor more than 90 days’ written notice, redeem shares of the Series K Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus all accrued and unpaid dividends to, but excluding, the date fixed for redemption.

If the redemption date is after the record date set for the payment of a dividend on the Series K Preferred Stock and prior to the corresponding dividend payment date, the amount of such accrued and unpaid dividend will not be included in the redemption price. The holder of the Series K Preferred Stock at the close of business on the applicable dividend record date will be entitled to the dividend payment on such shares on the corresponding dividend payment date, notwithstanding the redemption of such shares prior the dividend payment date.

In order to ensure that we remain qualified as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”), we will have the right to purchase from a holder of shares of Series K Preferred Stock at any time any shares of Series K Preferred Stock held by such holder in excess of 7.5% of the value of our outstanding capital stock in accordance with the provisions of our charter. See “—Restrictions on Ownership and Transfer” for additional information about ownership limitations with respect to our Series K Preferred Stock.

Special Optional Redemption

Upon the occurrence of a Change of Control, regardless of whether the Change of Control occurs prior to or after October 1, 2024, we will have the option to redeem the Series K Preferred Stock, in whole or in part and within 120 days after the first date on which such Change of Control occurred, for a cash redemption price per share equal to $25.00 plus all accrued and unpaid dividends thereon (whether or not declared) to, but not including, the redemption date (unless the redemption date is after a record date set for the payment of a dividend on the Series K Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in the redemption price), upon the giving of notice, as provided below.

A “Change of Control” occurs when, after the Series K Preferred Stock issue date, the following have occurred and are continuing:

● the acquisition by any person, including any syndicate or group deemed to be a “person” under Section 13(d) (3) of the Exchange Act, other than Exempted Persons (as defined below), of beneficial ownership, directly or indirectly, through a purchase, merger or other acquisition transaction or series of purchases, mergers or other acquisition transactions, of shares of our common stock and Class A common stock entitling that person to exercise more than 50% of the total voting power of all outstanding shares of our common stock and Class A common stock entitled to vote generally in the election of directors (and such person will be deemed to have beneficial ownership of all securities that such person has the right to acquire, whether such right is currently exercisable or is exercisable only upon the occurrence of a subsequent condition); and 

● following the closing of any transaction referred to in the bullet point above, neither we nor the acquiring or surviving entity has a class of common securities (or ADRs representing such securities) listed or quoted on the NYSE, the NYSE American or the NASDAQ, or listed or quoted on an exchange or quotation system that is a successor to the NYSE, the NYSE American or the NASDAQ.

If, prior to the date fixed for conversion of Series K Preferred Stock in connection with a Change of Control, as described more fully below, we provide notice of redemption of shares of Series K Preferred Stock (whether pursuant to our optional redemption right or our special optional redemption rights), holders of such shares of Series K Preferred Stock will not be entitled to convert their shares as described below under “—Conversion Rights.”

“Exempted Person” means (i) Charles J. Urstadt; (ii) Willing L. Biddle; (iii) any Urstadt Family Member or any Biddle Family Member (each, as hereinafter defined); (iv) any executor, administrator, trustee or personal representative who succeeds to the estate of Charles J. Urstadt, Willing L. Biddle, an Urstadt Family Member or a Biddle Family Member as a result of the death of such individual, acting in their capacity as an executor, administrator, trustee or personal representative with respect to any such estate; (v) a trustee, guardian or custodian holding property for the primary benefit of Charles J. Urstadt, Willing L. Biddle, any Urstadt Family Member or any Biddle Family Member; (vi) any corporation, partnership, limited liability company or other business organization that is directly or indirectly controlled by one or more persons or entities described in clauses (i) through (v) hereof and is not controlled by any other person or entity; and (vii) any charitable foundation, trust or other not-for-profit organization for which one or more persons or entities described in clauses (i) through (vi) hereof controls the investment and voting decisions in respect of any interest in our company held by such organization. For sake of clarity with respect to clause (vi) above, “control” includes the power to control the investment and voting decisions of any such corporation, partnership, limited liability company or other business organization.

The term “Urstadt Family Member” means and includes the spouse of Charles J. Urstadt, the descendants of the parents of Charles J. Urstadt, the descendants of the parents of the spouse of Charles J. Urstadt, the spouses of any such descendant and the descendants of the parents of any spouse of a child of Charles J. Urstadt. For this purpose, an individual’s “spouse” includes the widow or widower of such individual, and an individual’s “descendants” includes biological descendants and persons deriving their status as descendants by adoption.

The term “Biddle Family Member” means and includes the spouse of Willing L. Biddle, the descendants of the parents of Willing L. Biddle, the descendants of the parents of the spouse of Willing L. Biddle, the spouses of any such descendant and the descendants of the parents of any spouse of a child of Willing L. Biddle. For this purpose, an individual’s “spouse” includes the widow or widower of such individual, and an individual’s “descendants” includes biological descendants and persons deriving their status as descendants by adoption.

Redemption Procedures

We will give notice of redemption by mail, postage prepaid, not less than 30 nor more than 90 days prior to the redemption date, addressed to the respective holders of record of the Series K Preferred Stock to be redeemed at their respective addresses as they appear on our stock transfer records. No failure to give such notice or any defect in the notice or in the mailing of the notice will affect the validity of the proceedings for the redemption of any shares of Series K Preferred Stock except as to a holder to whom notice was defective or not given. Notwithstanding the foregoing, no notice of redemption will be required where we elect to redeem Series K Preferred Stock to preserve our REIT qualification.

If we redeem less than all of the Series K Preferred Stock held by any holder, the notice mailed to such holder will also specify the number of shares of Series K Preferred Stock held by such holder to be redeemed. If fewer than all of the outstanding shares of Series K Preferred Stock are to be redeemed, the shares to be redeemed will be selected by lot or pro rata.

In any redemption of Series K Preferred Stock, the redemption price will include any accumulated and unpaid dividends to, but excluding, the redemption date, unless a redemption date falls after a dividend record date with respect to the Series K Preferred Stock and prior to the corresponding dividend payment date, in which case each holder of Series K Preferred Stock at the close of business on the applicable dividend record date is entitled to the dividend payable on such shares on the corresponding dividend payment date notwithstanding the redemption of such shares before the dividend payment date.

If we have given notice of redemption of any shares of Series K Preferred Stock and have set apart for payment the funds necessary for the redemption for the benefit of the holders of any shares of Series K Preferred Stock called for redemption, then from and after the redemption date dividends will cease to accrue on such shares of Series K Preferred Stock, the shares of Series K Preferred Stock will no longer be deemed outstanding and all rights of the holders of the shares will terminate, except the right to receive the redemption price.

If full cumulative dividends on the Series K Preferred Stock have not been paid or declared and set apart for payment for all prior dividend periods, we may not redeem any Series K Preferred Stock unless we simultaneously redeem all outstanding shares of Series K Preferred Stock, and we will not purchase or otherwise acquire directly or indirectly any shares of Series K Preferred Stock (except by exchange for shares of our capital stock ranking junior to the Series K Preferred Stock as to dividends and upon liquidation). Notwithstanding the foregoing, we may purchase excess stock in order to ensure that we continue to meet the requirements for qualification as a REIT or any purchase or exchange offer made on the same terms to holders of all outstanding shares of Series K Preferred Stock. So long as no dividends are in arrears, we are entitled at any time and from time to time to repurchase shares of Series K Preferred Stock in open-market transactions duly authorized by our board of directors and effected in compliance with applicable law.

Voting Rights

Holders of the Series K Preferred Stock do not have any voting rights, except as described below.

Whenever dividends on any shares of Series K Preferred Stock are in arrears for six or more consecutive or nonconsecutive quarterly periods, the number of directors then constituting our board of directors will be increased by two (if not already increased by reason of a similar arrearage with respect to any parity preferred (as defined below)), and the holders of the shares of Series K Preferred Stock will be entitled to vote separately as a class with all other series of preferred stock ranking on a parity with the Series K Preferred Stock as to dividends or upon liquidation and upon which like voting rights have been conferred and are exercisable, including, in that instance, the Series H Preferred Stock (“parity preferred”), in order to fill the newly created vacancies, for the election of a total of two additional directors of our company (the “preferred stock directors”) at an annual meeting of stockholders or a special meeting of the Series K Preferred Stock and called by us at the request of holders of record of at least 10% of the Series K Preferred Stock or the holders of record of at least 10% of any series of parity preferred so in arrears (unless such request is received less than 90 days before the date fixed for the next annual meeting of stockholders), and at each subsequent annual meeting until (or, if the directors are divided into classes, at the conclusion of the terms of each preferred stock director) all dividends accrued on the shares of Series K Preferred Stock and parity preferred for the past dividend periods and the dividend for the then current dividend period are fully paid. In the event our directors are divided into classes, each vacancy will be apportioned among the classes of directors to prevent stacking in any one class and to ensure that the number of directors in each of the classes of directors are as nearly equal as possible.

Each preferred stock director, as a qualification for election (and regardless of how elected), will submit to our board of directors a duly executed, valid, binding and enforceable letter of resignation from the board of directors, to be effective upon the date upon which all dividends accrued on the shares of Series K Preferred Stock and parity preferred for the past dividend periods and the dividend for the then current dividend period are fully paid, at which time the terms of office of all persons elected as preferred stock directors by the holders of the Series K Preferred Stock and any parity preferred will, upon the effectiveness of their respective letters of resignation, terminate, and the number of directors then constituting the board of directors will be reduced accordingly. A quorum for any meeting will exist if at least a majority of the outstanding shares of Series K Preferred Stock and shares of parity preferred upon which like voting rights have been conferred and are exercisable are represented in person or by proxy at the meeting.

The preferred stock directors will be elected upon the affirmative vote of a plurality of the shares of Series K Preferred Stock and parity preferred (regardless of liquidation preference) present and voting in person or by proxy at a duly called and held meeting at which a quorum is present. If and when all accrued dividends and the dividends for the then current dividend period on the Series K Preferred Stock are paid in full, the holders of Series K Preferred Stock will be divested of the foregoing voting rights (subject to revesting each and every time dividends on the Series K Preferred Stock are in arrears for six or more consecutive or non-consecutive quarterly periods).

Any preferred stock director may be removed at any time with or without cause by, and will not be removed otherwise than by the vote of, the holders of record of a majority of the outstanding shares of Series K Preferred Stock when they have the voting rights described above (voting separately as a class with all series of parity preferred upon which like voting rights have been conferred and are exercisable). So long as dividends on the Series K Preferred Stock continue to be in arrears, any vacancy in the office of a preferred stock director may be filled by written consent of the preferred stock director remaining in office, or if none remains in office, by a vote of the holders of record of a majority of the outstanding shares of Series K Preferred Stock when they have the voting rights described above (voting separately as a class with all series of parity preferred upon which like voting rights have been conferred and are exercisable). The preferred stock directors will each be entitled to one vote per director on any matter properly coming before our board of directors.

Notwithstanding the foregoing, in no event will the holders of Series K Preferred Stock be entitled to elect a director that would cause us to fail to satisfy a requirement relating to director independence of any securities exchange on which any class or series of our stock is listed.

So long as any shares of Series K Preferred Stock are outstanding, we will not, without the affirmative vote or consent of the holders of at least two-thirds of the votes entitled to be cast by the holders of Series K Preferred Stock outstanding at the time, voting separately as a class, given in person or by proxy, either in writing without a meeting or by vote at any meeting:

● voluntarily terminate or revoke our status as a REIT; 

● amend, alter or repeal any of the provisions of our charter or the articles supplementary (whether by merger, consolidation or otherwise (an “Event”)) so as to materially and adversely affect any preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of the Series K Preferred Stock or the holders thereof; or 

● authorize, create or increase the authorized number of shares of any class or series or any security convertible into shares of any class or series of our stock ranking senior to the Series K Preferred Stock as to distribution on any liquidation, dissolution or winding up or as to the payment of dividends;

provided, however, that, in the case of each of the subparagraphs above, no such vote of the holders of Series K Preferred Stock shall be required if, at or prior to the time when such amendment, alteration or repeal is to take effect, or when the issuance of any such prior shares or convertible security is to be made, as the case may be, all outstanding shares of Series K Preferred Stock shall have been redeemed or called for redemption upon proper notice and sufficient funds shall have been deposited in trust to effect such redemption or, in the case of an Event, regardless of the date of the transaction, the holders of the Series K Preferred Stock receive in the transaction their liquidation preference plus accrued and unpaid dividends.

With respect to the occurrence of any Event described above, so long as the Series K Preferred Stock (or any equivalent class or series of stock issued by the surviving corporation in any merger or consolidation to which we became a party) remains outstanding with the terms thereof materially unchanged, the occurrence of any such Event will not be deemed to materially and adversely affect any preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of holders of the Series K Preferred Stock. Any increase in the amount of the authorized preferred stock or the creation or issuance of any other series of preferred stock, or any increase in the amount of the authorized shares of such series, in each case ranking on a parity with or junior to the Series K Preferred Stock with respect to payment of dividends or the distribution of assets upon our liquidation, dissolution or winding up, or the issuance of additional shares of Series K Preferred Stock or Series H Preferred Stock, will not be deemed to materially and adversely affect any preferences, conversion and other rights, voting power, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of holders of the Series K Preferred Stock.

Conversion Rights

Upon the occurrence of a Change of Control, unless, prior to the date fixed for such conversion, we provide notice of redemption of such shares of Series K Preferred Stock as described above under “—Optional Redemption” or “—Special Optional Redemption,” then, unless holders of the Series K Preferred Stock will receive the Alternative Form Consideration as described below, each holder of Series K Preferred Stock will have the right to convert all or part of the Series K Preferred Stock held by such holder into a number of shares of Class A common stock per share of Series K Preferred Stock to be so converted, or the Class A Common Share Conversion Consideration, equal to the lesser of:

● the quotient obtained, which we refer to as the Conversion Rate, by dividing (i) the sum of $25.00 plus the amount of any accrued and unpaid dividends thereon (whether or not declared) to, but not including, the applicable date fixed for conversion (unless the applicable conversion date is after a record date set for the payment of a dividend on the Series K Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in this sum), by (ii) the Class A Common Share Price (as defined below); and 

● 2.1035, or the Share Cap, subject to certain adjustments described below.

The “Class A Common Share Price” for any Change of Control will be (i) the amount of cash consideration per share of Class A common stock, if the consideration to be received in the Change of Control by holders of shares of Class A common stock is solely cash, and (ii) the average of the closing price per share of Class A common stock on the NYSE, the NYSE American or the NASDAQ for the 10 consecutive trading days immediately preceding, but not including, the effective date of the Change of Control, if the consideration to be received in the Change of Control by holders of shares of Class A common stock is other than solely cash (including if such holders do not receive consideration).

The Share Cap will be subject to pro rata adjustments for any stock splits (including those effected pursuant to a Class A common stock dividend), subdivisions or combinations (in each case, a “Share Split”) with respect to our Class A common stock as follows: the adjusted Share Cap as the result of a Share Split will be the number of shares of Class A common stock that is equivalent to the product of (i) the Share Cap in effect immediately prior to such Share Split multiplied by (ii) a fraction, the numerator of which is the number of shares of Class A common stock outstanding after giving effect to such Share Split and the denominator of which is the number of shares of Class A common stock outstanding immediately prior to such Share Split.

For the avoidance of doubt, subject to the immediately succeeding sentence, the aggregate number of shares of Class A common stock (or equivalent Alternative Conversion Consideration (as defined below), as applicable) issuable in connection with the exercise of conversion rights in connection with a Change of Control and in respect of the Series K Preferred Stock will not exceed 9,676,100 shares of Class A common stock (or equivalent Alternative Conversion Consideration, as applicable), subject to increase on a pro rata basis if the number of authorized shares of Series K Preferred Stock increases after the first date on which any shares of the Series K Preferred Stock are issued, or the Exchange Cap. The Exchange Cap is subject to pro rata adjustments for any Share Splits on the same basis as the corresponding adjustment to the Share Cap.

In the case of a Change of Control pursuant to which, or in connection with which, shares of Class A common stock will be converted into cash, securities or other property or assets, including any combination thereof, or the Alternative Form Consideration, a holder of shares of Series K Preferred Stock will receive upon conversion of a share of Series K Preferred Stock the kind and amount of Alternative Form Consideration which such holder would have owned or been entitled to receive had such holder held a number of shares of Class A common stock equal to the Class A Common Share Conversion Consideration immediately prior to the effective time of the Change of Control, or the Alternative Conversion Consideration.

If the holders of shares of Class A common stock have the opportunity to elect the form of consideration to be received in connection with the Change of Control, the form of consideration that holders of the Series K Preferred Stock will receive will be in the form of consideration elected by the holders of a plurality of the shares of Class A common stock held by stockholders who participate in the election and will be subject to any limitations to which all holders of shares of Class A common stock are subject, including, without limitation, pro rata reductions applicable to any portion of the consideration payable in connection with the Change of Control.

We will not issue fractional Class A common shares upon the conversion of the Series K Preferred Stock. Instead, we will pay the cash value of any such fractional shares based on the Class A Common Share Price.

If a conversion date falls after a dividend record date and on or prior to the corresponding dividend payment date, each holder of shares of Series K Preferred Stock at the close of business on such record date will be entitled to receive the dividend payable on such shares on the corresponding payment date, notwithstanding the conversion of such shares on or prior to such payment date, but the Conversion Rate shall not be calculated to include such accrued and unpaid dividends.

Within 15 days following the occurrence of a Change of Control, we will provide to holders of record of outstanding shares of Series K Preferred Stock, at the addresses for such holders shown on our stock transfer records, a notice of the occurrence of the Change of Control. A failure to give such notice or any defect in the notice or in its mailing will not affect the sufficiency of the notice or validity of the proceedings for conversion of shares of Series K Preferred Stock in connection with a Change of Control, except as to the holder to whom notice was defective or not given. A notice that has been mailed in the manner provided herein will be presumed to be given on the date it is mailed whether or not the stockholder receives such notice.

We will issue a press release containing the information stated in such a notice, and post such a notice on our website, in any event prior to the opening of business on the first business day following any date on which we provide the notice described above to the holders of record of Series K Preferred Stock.

To exercise conversion rights in connection with a Change of Control, a holder of record of Series K Preferred Stock will be required to deliver, on or before the close of business on the applicable conversion date, the certificates, if any, representing any certificated shares of Series K Preferred Stock to be converted, duly endorsed for transfer, together with a completed written conversion notice and any other documents we reasonably require in connection with such conversion, to our conversion agent. The conversion notice must state the number of shares of Series K Preferred Stock to be converted.

A holder of Series K Preferred Stock may withdraw any notice of exercise of such holder’s conversion rights in connection with a Change of Control (in whole or in part) by a written notice of withdrawal containing requisite information delivered to our conversion agent prior to the close of business on the business day prior to the applicable conversion date. Notwithstanding the foregoing, if the Series K Preferred Stock is held in global form, the conversion notice and/or the notice of withdrawal, as applicable, must comply with applicable procedures of DTC.

Shares of Series K Preferred Stock as to which the holder’s conversion right has been properly exercised and for which the conversion notice has not been properly withdrawn will be converted into the applicable form of consideration on the applicable conversion date unless, prior to the applicable conversion date, we provide notice of our election to redeem such shares of Series K Preferred Stock, whether pursuant to our optional redemption right or our special optional redemption right. If we elect to redeem shares of Series K Preferred Stock that would otherwise be converted into the applicable form of consideration on a conversion date, such shares of Series K Preferred Stock will not be so converted and the holders of such shares will be entitled to receive on the applicable redemption date the redemption price for such shares.

We will deliver amounts owing upon conversion no later than the third business day following the applicable conversion date.

In connection with the exercise of conversion rights in connection with any Change of Control, we will comply with all U.S. federal and state securities laws and stock exchange rules in connection with any conversion of shares of Series K Preferred Stock into shares of Class A common stock. Notwithstanding any other provision of the terms of the Series K Preferred Stock, no holder of the Series K Preferred Stock will be entitled to convert such Series K Preferred Stock into shares of Class A common stock to the extent that receipt of such shares of Class A common stock would cause such holder (or any other person) to violate the restrictions on ownership and transfer of our stock contained in our charter. See “—Restrictions on Ownership and Transfer.”

The conversion and redemption features of the Series K Preferred Stock may make it more difficult for or discourage a party from taking over our company.

Except as provided above in connection with a Change of Control, the Series K Preferred Stock is not convertible into or exchangeable for any other property or securities, except that the Series K Preferred Stock may be exchanged for shares of our excess stock pursuant to the provisions of our charter relating to restrictions on ownership and transfer of our stock. For further information regarding the restrictions on ownership and transfer of our stock and excess stock, see “—Restrictions on Ownership and Transfer.”

Information Right

During any period during which we are not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act and any shares of Series K Preferred Stock are outstanding, we will (i) transmit by mail (or other permissible means under the Exchange Act) to all holders of Series K Preferred Stock, as their names and addresses appear in our record books and without cost to such holders, copies of the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K that we would have been required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act if we were subject thereto (other than any exhibits that would have been required) within 15 days after the respective dates by which we would have been required to file such reports with the SEC if we were subject to Section 13 or 15(d) of the Exchange Act (in each case, based on the dates on which we would be required to file such periodic reports if we were an “accelerated filer” within the meaning of the Exchange Act), and (ii) within 15 days following written request, supply copies of such reports to any prospective holder of the Series K Preferred Stock.

Listing

The Series K Preferred Stock is listed on the NYSE under the symbol “UBPPRK.”

Transfer Agent and Registrar

The transfer agent and registrar for the Series K Preferred Stock is Computershare.

Series H Preferred Stock

The terms of the Series H Preferred Stock are substantially similar to the terms of the Series K Preferred Stock, other than as follows:

Dividends

Holders of shares of Series H Preferred Stock are entitled to receive, when and as declared by our board of directors, out of our funds legally available for the payment of dividends, preferential cumulative dividends payable in cash at the rate per annum of $1.5625 per share, which is equivalent to a rate of 6.25% per annum of the $25.00 per share liquidation preference. Dividends on shares of Series H Preferred Stock are payable quarterly in arrears.

Optional Redemption

The Series H Preferred Stock is not redeemable by us prior to September 18, 2022, except under circumstances where it is necessary to preserve our status as a REIT for U.S. federal income tax purposes and except as described below upon the occurrence of certain Changes of Control of our Company. On and after September 18, 2022, we may, at our option, upon not less than 30 nor more than 90 days’ written notice, redeem shares of the Series H Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus all accrued and unpaid dividends to, but excluding, the redemption date (unless the redemption date is after a record date set for the payment of a dividend on the Series H Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in the redemption price).

Special Optional Redemption

Upon the occurrence of certain Changes of Control of our Company, regardless of whether such Change of Control occurs prior to or after September 18, 2022, we will have the option to redeem the Series H Preferred Stock, in whole or in part and within 120 days after the first date on which such Change of Control occurred, for a cash redemption price per share equal to $25.00 plus all accrued and unpaid dividends thereon (whether or not declared) to, but not including, the redemption date (unless the redemption date is after a record date set for the payment of a dividend on the Series H Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in the redemption price), upon the giving of notice.

“Change of Control” is defined the same as it is for the Series K Preferred Stock.

Conversion Rights

Upon the occurrence of a Change of Control, unless, prior to the date fixed for such conversion, we provide notice of redemption of such shares of Series H Preferred Stock in a manner similar to the procedures for the Series K Preferred Stock described above under “—Optional Redemption” or “—Special Optional Redemption,” then, unless holders of the Series H Preferred Stock will receive the Alternative Form Consideration as described above, each holder of Series H Preferred Stock will have the right to convert all or part of the Series H Preferred Stock held by such holder into a number of shares of Class A common stock per share of Series H Preferred Stock to be so converted, or the Class A Common Share Conversion Consideration, equal to the lesser of:

• the quotient obtained, which we refer to as the Conversion Rate, by dividing (i) the sum of $25.00 plus the amount of any accrued and unpaid dividends thereon (whether or not declared) to, but not including, the applicable date fixed for conversion (unless the applicable conversion date is after a record date set for the payment of a dividend on the Series H Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in this sum), by (ii) the Class A Common Share Price; and

• 2.3267 (as used in this subsection, the “Share Cap”), subject to certain adjustments described below.

The Share Cap will be subject to pro rata adjustments for Share Splits with respect to our Class A common stock as follows: the adjusted Share Cap as the result of a Share Split will be the number of shares of Class A common stock that is equivalent to the product of (i) the Share Cap in effect immediately prior to such Share Split multiplied by (ii) a fraction, the numerator of which is the number of shares of Class A common stock outstanding after giving effect to such Share Split and the denominator of which is the number of shares of Class A common stock outstanding immediately prior to such Share Split.

For the avoidance of doubt, subject to the immediately succeeding sentence, the aggregate number of shares of Class A common stock (or equivalent Alternative Conversion Consideration, as applicable) issuable in connection with the exercise of conversion rights in connection with a Change of Control and in respect of the Series H Preferred Stock will not exceed 9,306,800 shares of Class A common stock (or equivalent Alternative Conversion Consideration, as applicable) subject to increase on a pro rata basis if the number of authorized shares of Series H Preferred Stock increases after the first date on which any shares of the Series H Preferred Stock are issued (as used in this subsection, the “Exchange Cap”). The Exchange Cap applicable is subject to pro rata adjustments for any Share Splits on the same basis as the corresponding adjustment to the Share Cap and is subject to increase in the event that additional shares of Series H Preferred Stock are issued in the future.

Listing

The Series H Preferred Stock is listed on the NYSE under the symbol “UBPPRH.”

Description of the Stockholder Rights Plan and Related Series of Preferred Stock

In connection with the expiration of the Rights Agreement dated as of July 18, 2008 between us and The Bank of New York, as rights agent, we entered into a new Rights Agreement with Computershare Inc., as rights agent, on August 13, 2018 (the “stockholder rights plan”). The stockholder rights plan became effective on November 12, 2018. Pursuant to the stockholder rights plan, each holder of common stock received a common stock right and each holder of Class A common stock received a Class A common stock right. The rights are not exercisable until the distribution date (as described below) and will expire on November 11, 2028, unless earlier redeemed by us. If the rights become exercisable, generally, each holder of a common stock right will be entitled to purchase from our company one one-hundredth of a share of Series I Preferred Stock, and each holder of a Class A common stock right will be entitled to purchase from our company one one-hundredth of a share of Series J Preferred Stock, in each case, at a price of $85, subject to adjustment.

The distribution date will be the earlier to occur of the close of business on the tenth business day following: (a) a public announcement that an acquiring person has acquired beneficial ownership of 10% or more of the total combined voting power of the outstanding common stock and Class A common stock, or (b) the commencement of a tender offer or exchange offer that would result in the beneficial ownership by any person of 30% or more of the combined voting power of the outstanding common stock and Class A common stock or the number of outstanding common stock, or the number of outstanding Class A common stock. The stockholder rights plan exempts acquisitions of common stock and Class A common stock by the estate of Charles J. Urstadt, Willing L. Biddle, members of their families and certain of their affiliates.

Until a right is exercised, the holder thereof, will have no rights as a shareholder of the company. In the event that the rights become exercisable, the Series I Preferred Stock and the Series J Preferred Stock will rank junior to our Series H Preferred Stock and Series K Preferred Stock as to dividends and amounts distributed upon liquidation.

Subject to the rights of the holders of any series of preferred stock ranking senior to the Series I Preferred Stock with respect to dividends, including the Series H Preferred Stock and the Series K Preferred Stock, the holders of Series I Preferred Stock, if issued, will be entitled to receive, when, as and if declared by the board of directors quarterly dividends payable in cash in an amount per share equal to the greater of (a) $0.25 or (b) subject to adjustment, 100 times the aggregate per share amount of all cash dividends, and 100 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions declared on the common stock, other than a dividend payable in shares of common stock. Each share of Series I Preferred Stock is entitled to 100 votes on all matters submitted to a vote of our company’s stockholders, voting together with the common stock as a single class.

Subject to the rights of the holders of any series of preferred stock ranking senior to the Series J Preferred Stock with respect to dividends, including the Series H Preferred Stock and the Series K Preferred Stock, the holders of Series J Preferred Stock, if issued, will be entitled to receive, when, as and if declared by the board of directors quarterly dividends payable in cash in an amount per share equal to the greater of (a) $0.25 or (b) subject to adjustment, 100 times the aggregate per share amount of all cash dividends, and 100 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions declared on the Class A common stock, other than a dividend payable in Class A common stock. Each share of Series J Preferred Stock is entitled to five votes on all matters submitted to a vote of our stockholders, voting together with the Class A common stock as a single class.

Restrictions on Ownership and Transfer

To maintain our qualification as a REIT under the Code, we must meet several requirements regarding the number of our stockholders and concentration of ownership of our shares. Our charter contains provisions that restrict the ownership and transfer of our shares to assist us in complying with these Code requirements. We refer to these restrictions as the “ownership limit.”

The ownership limit provides that, in general, no person may own more than 7.5% of the aggregate value of all outstanding stock of our company. It also provides that:

● a transfer that violates the limitation is void; 

● a transferee gets no rights to the shares that violate the limitation; 

● shares transferred to a stockholder in excess of the ownership limit are automatically converted, by operation of law, into shares of “excess stock”; and 

● the excess stock will be held by us as trustee of a trust for the exclusive benefit of future transferees to whom the shares of capital stock will ultimately be transferred without violating the ownership limit.

Pursuant to authority under our charter, our board of directors has determined that the ownership limit does not apply to any shares of our stock beneficially owned by Elinor F. Urstadt, Willing L. Biddle, Catherine U. Biddle, Elinor P. Biddle, Dana C. Biddle and Charles D. Urstadt (the “Urstadt and Biddle Family Members”), but only to the extent that the aggregate value of all such stock does not exceed nineteen and ninety one-hundredth percent (19.90%) of the value of all of the company’s outstanding common stock, Class A common stock and preferred stock at any date of determination, unless at least two of the Urstadt and Biddle Family Members would separately be considered as among the five largest shareholders (which for this purpose requires ownership of at least 7.5%) based on value of shares (and determined after applying the ownership rules in Sections 542, 544 and 856(h) of the Internal Revenue Code of 1986, as amended), in which case the maximum aggregate value of all shares of our stock beneficially owned by the Urstadt and Biddle Family Members is increased to twenty-seven percent (27.00%).

Ownership of our stock is subject to attribution rules under the Code, which may result in a person being deemed to own stock held by other persons. Our board of directors may waive the ownership limit if it determines that the waiver will not jeopardize our status as a REIT. As a condition of such a waiver, our board of directors may require an opinion of counsel satisfactory to it or undertakings or representations from the applicant with respect to preserving our REIT status. We required no such waiver with respect to Mr. Urstadt’s ownership rights, which are established as part of our charter.

Any person who acquires our stock must, on our demand, immediately provide us with any information we may request in order to determine the effect of the acquisition on our status as a REIT. If our board of directors determines that it is no longer in our best interests to qualify as a REIT, the ownership limitation will not be relevant. Otherwise, the ownership limit may be changed only by an amendment to our charter by a vote of a majority of the voting power of our common equity securities.

Our charter provides that any purported transfer which results in a direct or indirect ownership of shares of capital stock in excess of the ownership limit or that would result in the disqualification of our company as a REIT will be null and void, and the intended transferee will acquire no rights to the shares of capital stock. The foregoing restrictions on transferability and ownership will not apply if our board of directors determines that it is no longer in our best interests to attempt to qualify, or to continue to qualify, as a REIT. Our board of directors may, in its sole discretion, waive the ownership limit if evidence satisfactory to our board of directors and our tax counsel is presented that the changes in ownership will not then or in the future jeopardize our REIT status and our board of directors otherwise decides that such action is in our best interests.

Shares of stock owned, or deemed to be owned, or transferred to a stockholder in excess of the ownership limit will automatically be converted into shares of “excess stock” that will be transferred, by operation of law, to us as trustee of a trust for the exclusive benefit of the transferees to whom such shares of capital stock may be ultimately transferred without violating the ownership limit. While the excess stock is held in trust, it will not be entitled to vote, it will not be considered for purposes of any stockholder vote or the determination of a quorum for such vote, and except upon liquidation it will not be entitled to participate in dividends or other distributions. Any distribution paid to a proposed transferee of excess stock prior to the discovery by us that stock has been transferred in violation of the provision of our charter is required to be repaid to us upon demand. The excess stock is not treasury stock, but rather constitutes a separate class of our issued and outstanding stock. The original transferee-stockholder may, at any time the excess stock is held by us in trust, transfer the interest in the trust representing the excess stock to any person whose ownership of shares of capital stock exchanged for such excess stock would be permitted under the ownership limit, at a price not in excess of (a) the price paid by the original transferee-stockholder for shares of stock that were exchanged into excess stock, or (b) if the original transferee-stockholder did not give value for such shares (e.g., the shares were received through a gift, devise or other transaction), the average closing price for the class of stock for the ten days immediately preceding such sale, gift or other transaction if such class of stock is then listed on a national securities exchange, and if such class of stock is not then listed on a national securities exchange, its redemption price, as applicable. Immediately upon the transfer to the permitted transferee, the excess stock will automatically be converted back into shares of stock. If the foregoing transfer restrictions are determined to be void or invalid by virtue of any legal decision, statute, rule or regulation, then the intended transferee of any shares of excess stock may be deemed, at our option, to have acted as an agent on behalf of us in acquiring the excess stock and to hold the excess stock on behalf of us.

In addition, we will have the right, for a period of 90 days during the time any shares of excess stock are held by us in trust, to purchase all or any portion of the excess stock from the original transferee-stockholder at the lesser of (a) the price initially paid for such shares by the original transferee-stockholder, or if the original transferee-stockholder did not give value for such shares (e.g., the shares were received through a gift, devise or other transaction), the average closing price for the class of stock for the ten days immediately preceding such sale, gift or other transaction, and (b) the average closing price for the class of stock for the ten trading days immediately preceding the date we elect to purchase such shares, or in each case if the class of stock is not then listed on a national securities exchange, its redemption price, as applicable. The 90-day period begins on the date notice is received of the violative transfer if the original transferee-stockholder gives notice to us of the transfer, or, if no such notice is given, the date our board of directors determines that a violative transfer has been made.

Certain Provisions of Our Charter and Bylaws, Maryland Law and Change of Control Agreements

Provisions of Our Charter and Bylaws

Classification of Board, Vacancies and Removal of Directors

Our charter provides that our board of directors is divided into three classes. Directors of each class serve for staggered terms of three years each, with the terms of each class beginning in different years. We currently have nine directors.  At each annual meeting of our stockholders, successors of the directors whose terms expire at that meeting will be elected for a three-year term and the directors in the other two classes will continue in office. A classified board may delay, defer or prevent a change in control or other transaction that might involve a premium over the then-prevailing market price for our common stock and Class A common stock or other attributes that our stockholders may consider desirable. In addition, a classified board could prevent stockholders who do not agree with the policies of our board of directors from replacing a majority of the board of directors for two years, except in the event of removal for cause.

Our charter provides that, subject to the rights of holders of our preferred stock, any director may be removed (a) only for cause and (b) only by the affirmative vote of holders of not less than two-thirds of the common equities then outstanding and entitled to vote for the election of directors. Our charter additionally provides that any vacancy occurring on our board of directors (other than as a result of the removal of a director) will be filled only by a majority of the remaining directors except that a vacancy resulting from an increase in the number of directors will be filled by a majority of the entire board of directors. A vacancy resulting from the removal of a director may be filled by the affirmative vote of a majority of all the votes cast at a meeting of the stockholders called for that purpose.

The provisions of our charter relating to the removal of directors and the filling of vacancies on our board of directors could preclude a third party from removing incumbent directors without cause and simultaneously gaining control of our board of directors by filling, with its own nominees, the vacancies created by such removal. The provisions also limit the power of stockholders generally, and those with a majority interest, to remove incumbent directors and to fill vacancies on our board of directors without the support of incumbent directors.

Stockholder Action by Written Consent

Our charter provides that any action required or permitted to be taken by our stockholders may be effected by a consent in writing signed by the holders of all of our outstanding shares of common equity securities entitled to vote on the matter. This requirement could deter a change of control because it could delay or deter the stockholders’ ability to take action with respect to us without convening a meeting.

Meetings of Stockholders

Our bylaws provide for annual stockholder meetings to elect directors. Special stockholder meetings may be called by our Chairman, President or a majority of the board of directors and shall be called by our Secretary at the written request of stockholders entitled to cast at least a majority of all votes entitled to be cast at the meeting. This requirement could deter a change of control because it could delay or deter the stockholders’ ability to take action with respect to us.

Stockholder Proposals and Director Nominations

Under our bylaws, in order to have a stockholder proposal or director nomination considered at an annual meeting of stockholders, stockholders are generally required to deliver to us certain information concerning themselves and their stockholder proposal or director nomination not less than 75 days nor more than 120 days prior to the anniversary date of the immediately preceding annual meeting (the “annual meeting anniversary date”); provided, however, that, if the annual meeting is scheduled to be held on a date more than 30 days before or more than 60 days after the annual meeting anniversary date, notice must be delivered to us not later than the close of business on the later of:

● the 75th day prior to the scheduled date of such annual meeting or 

● the 15th day after public disclosure of the date of such meeting.

Failure to comply with such timing and informational requirements will result in such proposal or director nomination not being considered at the annual meeting. The purpose of requiring stockholders to give us advance notice of nominations and other business, and certain related information is to ensure that we and our stockholders have sufficient time and information to consider any matters that are proposed to be voted on at an annual meeting, thus promoting orderly and informed stockholder voting. Such Bylaw provisions could have the effect of precluding a contest for the election of our directors or the making of stockholder proposals if the proper procedures are not followed, and of delaying or deterring a third party from conducting a solicitation of proxies to elect its own slate of directors or to have its own proposals approved.

Authorization of Consolidations, Mergers and Sales of Assets

Our charter provides that any consolidation, merger, share exchange or transfer of all or substantially all of our assets must first be approved by the affirmative vote of a majority of our board of directors (including a majority of the Continuing Directors, as defined in our charter) and thereafter must be approved by a vote of at least a majority of all the votes entitled to be cast on such matter.

Amendment of our Charter and Bylaws

Our charter may be amended with the approval of a majority of the board of directors (including a majority of the Continuing Directors) and the affirmative vote of a majority of the votes entitled to be cast by our stockholders on the matter. Our bylaws may be amended only by the board of directors. In addition, our board of directors may amend our charter without action by our stockholders to increase or decrease the number of shares of stock of any class that we are authorized to issue.

Indemnification; Limitation of Directors’ and Officers’ Liability

Our charter provides that we have the power, by our bylaws or by resolution of the board of directors, to indemnify directors, officers, employees and agents, provided that indemnification is consistent with applicable law. Our bylaws provide that we will indemnify, to the fullest extent permitted from time to time by applicable law, our directors, officers, employees and agents and any person serving at our request as a director, officer or employee of another corporation or entity, who by reason of that status or service is or is threatened to be made a party to, or is otherwise involved in, any action, suit or proceeding. According to our bylaws, indemnification will be against all liability and loss suffered and expenses, including attorneys’ fees, judgments, fines, penalties and amounts paid in settlement, reasonably incurred by the indemnified person in connection with the proceeding. Our bylaws provide, however, that we will not be required to indemnify a person in connection with an action, suit or proceeding initiated by that person unless it was authorized by the board of directors. Our bylaws provide that we will pay or reimburse reasonable expenses in advance of final disposition of a proceeding and without requiring a preliminary determination of the ultimate entitlement to indemnification, provided that the individual seeking payment provides (a) a written affirmation of the individual’s good faith belief that the individual meets the standard of conduct necessary for indemnification under the laws of the State of Maryland, and (b) a written undertaking to repay the amount advanced if it is ultimately determined that the applicable standard of conduct has not been met. Our charter limits the liability of our officers and directors to us and our stockholders for money damages to the maximum extent permitted by Maryland law.

The MGCL permits a corporation to indemnify its directors, officers and certain other parties against judgments, penalties, fines, settlements and reasonable expenses actually incurred by them in connection with any proceeding to which they may be made a party by reason of their service to the corporation or at the corporation’s request, unless it is established that (i) the act or omission of the person was material to the matter giving rise to the proceeding and (a) was committed in bad faith or (b) was the result of active and deliberate dishonesty, or (ii) the person actually received an improper personal benefit in money, property or services, or (iii) in the case of any criminal proceeding, the person had reasonable cause to believe that the act or omission was unlawful. The MGCL does not permit indemnification in respect of any proceeding in which the person seeking indemnification is adjudged to be liable to the corporation. Further, a person may not be indemnified for a proceeding brought by that person against the corporation, except (i) for a proceeding brought to enforce indemnification or (ii) if the corporation’s charter or bylaws, a resolution of the board of directors or an agreement approved by the board of directors to which the corporation is a party expressly provides otherwise. Under the MGCL, reasonable expenses incurred by a director or officer who is a party to a proceeding may be paid or reimbursed by the corporation in advance of final disposition of the proceeding upon receipt by the corporation of (i) a written affirmation by the person of his or her good faith belief that the standard of conduct necessary for indemnification has been met and (ii) a written undertaking by or on behalf of the person to repay the amount if it shall ultimately be determined that the standard of conduct has not been met. The MGCL also requires a corporation (unless limited by the corporation’s charter) to indemnify a director or officer who is successful, on the merits or otherwise, in the defense of any proceeding against reasonable expenses incurred by the director in connection with the proceeding in which the director or officer has been successful. Our charter contains no such limitation. The MGCL permits a corporation to limit the liability of its officers and directors to the corporation or its stockholders for money damages, but may not include any provision that restricts or limits the liability of directors or officers to the corporation and its stockholders to the extent that (i) it is proved that the person actually received an improper benefit or profit in money, property or services; or (ii) a final judgment adverse to the person is entered based on a finding that the person’s act or omission was the result of active or deliberate dishonesty and was material to the cause of action adjudicated.

Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers or persons controlling our company pursuant to the foregoing provisions, we have been informed that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.

Provisions of Maryland Law

Business Combinations

Under Maryland law, certain “business combinations” between us and any person who beneficially owns, directly or indirectly, 10% or more of the voting power of our stock, an affiliate of ours who, at any time within the previous two years was the beneficial owner of 10% or more of the voting power of our stock (who the statute terms an “interested stockholder”), or an affiliate of an interested stockholder, are prohibited for five years after the most recent date on which the person became an interested stockholder. The business combinations that are subject to this law include mergers, consolidations, share exchanges or, in certain circumstances, asset transfers or issuances or reclassifications of equity securities. After the five-year period has elapsed, a proposed business combination with any such party must be recommended by the board of directors and approved by the affirmative vote of at least:

● 80% of the votes entitled to be cast by holders of our outstanding voting stock; and 

● two-thirds of the votes entitled to be cast by holders of the outstanding voting stock, excluding shares held by the interested stockholder,

unless, among other conditions, the stockholders receive a fair price, as defined by Maryland law, for their shares and the consideration is received in cash or in the same form as previously paid by the interested stockholder for its shares.

These provisions do not apply, however, to business combinations that the board of directors approves or exempts before the time that the interested stockholder becomes an interested stockholder. Our charter provides that these provisions do not apply to transactions between us and any person who owned 20% of the common stock of a predecessor to the Company as of December 31, 1996, or such person’s affiliates. As of that date, only Mr. Charles J. Urstadt, former Chairman Emeritus of the Company, owned that percentage of our common stock.

Our board of directors has from time to time authorized issuances of our stock to Mr. Willing L. Biddle, with the effect that he is not an interested stockholder and these provisions do not apply to transactions between us and Mr. Biddle or his affiliates. In addition, our board of directors has, by resolution, determined that the Maryland law provisions restricting business combinations will not be applicable to spouses, children and other descendants of Mr. Urstadt or Mr. Biddle and certain trusts created for their benefit, and any of their affiliates.

Control Share Acquisitions

Maryland law provides that “control shares” acquired in a “control share acquisition” have no voting rights unless approved by the affirmative vote of two-thirds of all votes entitled to be cast on the matter, excluding shares owned by the acquiror or by officers of ours or employees of ours who are also directors. “Control shares” are voting shares which, if aggregated with all other shares previously acquired by the acquiring person, or in respect of which the acquiring person is able to exercise or direct the exercise of voting power, other than by revocable proxy, would entitle the acquiring person to exercise voting power in electing directors within one of the following ranges of voting power:

● one-tenth or more but less than one-third; 

● one-third or more but less than a majority; or 

● a majority of all voting power.

Control shares do not include shares the acquiring person is then entitled to vote as a result of having previously obtained stockholder approval. A “control share acquisition” means the acquisition of ownership of, or the power to direct the voting power of control shares, subject to certain exceptions.

A person who has made or proposes to make a control share acquisition, upon satisfaction of certain conditions, including an undertaking to pay expenses, may compel our board of directors to call a special meeting of stockholders to be held within 50 days of demand to consider the voting rights of the shares. If no request for a meeting is made, we may present the question at any stockholders’ meeting.

If voting rights are not approved at the stockholders’ meeting or if the acquiring person does not deliver the statement required by Maryland law, then, subject to certain conditions and limitations, we may redeem any or all of the control shares, except those for which voting rights have previously been approved, for fair value. Fair value is determined without regard to the absence of voting rights for the control shares and as of the date of the last control share acquisition or of any meeting of stockholders at which the voting rights of the shares were considered and not approved. If voting rights for control shares are approved at a stockholders’ meeting and the acquiror is then entitled to direct the exercise of a majority of all voting power, then all other stockholders may exercise appraisal rights. The fair value of the shares for purposes of these appraisal rights may not be less than the highest price per share paid by the acquiror in the control share acquisition. The control share acquisition statute does not apply to shares acquired in a merger, consolidation or share exchange if we are a party to the transaction, nor does it apply to acquisitions of our stock approved or exempted by our charter or bylaws.

Our bylaws exempt from the Maryland control share statute any and all acquisitions of our common stock or preferred stock by any person. The board of directors has the right, however to withdraw this exemption at any time in the future.

Dissolution Requirements

Maryland law generally permits the dissolution of a corporation if approved (a) first by the affirmative vote of a majority of the entire board of directors declaring such dissolution to be advisable and directing that the proposed dissolution be submitted for consideration at an annual or special meeting of stockholders, and (b) upon proper notice being given as to the purpose of the meeting, then by the stockholders of the corporation by the affirmative vote of two-thirds of all the votes entitled to be cast on the matter. Our charter reduces the required vote (as permitted by Maryland law) to a majority of the votes entitled to be cast on the matter.

Additional Provisions of Maryland Law

Maryland law also provides that Maryland corporations that are subject to the Exchange Act and have at least three outside directors can elect by resolution of the board of directors to be subject to some corporate governance provisions that may be inconsistent with the corporation’s charter and bylaws. Under the applicable statute, a board of directors may classify itself without the vote of stockholders. A board of directors classified in that manner cannot be altered by amendment to the charter of the corporation. Further, the board of directors may, by electing into applicable statutory provisions and notwithstanding the charter or bylaws:

● provide that a special meeting of stockholders will be called only at the request of stockholders, entitled to cast at least a majority of the votes entitled to be cast at the meeting; 

● reserve for itself the right to fix the number of directors; 

● provide that a director may be removed only by the vote of the holders of two-thirds of the stock entitled to vote; 

● retain for itself sole authority to fill vacancies created by the death, removal or resignation of a director; and 

● provide that all vacancies on the board of directors may be filled only by the affirmative vote of a majority of the remaining directors, in office, even if the remaining directors do not constitute a quorum.

In addition, a director elected to fill a vacancy under this provision will serve for the balance of the unexpired term and until a successor is elected and qualifies instead of until the next annual meeting of stockholders. A board of directors may implement all or any of these provisions without amending the charter or bylaws and without stockholder approval. A corporation may be prohibited by its charter or by resolution of its board of directors from electing any of the provisions of the statute. We are not prohibited from implementing any or all of the statute.

While certain of these provisions are already contemplated by our charter and bylaws, the law would permit our board of directors to override further changes to the charter or bylaws. If implemented, these provisions could discourage offers to acquire our common stock or Class A common stock and could increase the difficulty of completing an offer.

Under Maryland law, our board of directors may amend our charter without stockholder action to effect a reverse stock split with respect to any class of shares, provided the Board does not cause a combination of more than 10 shares of stock into one share in any 12-month period.

Under Maryland law, dissenting stockholders may have, subject to satisfying certain procedures, the right to demand and receive payment of the fair value of their shares of stock in connection with certain transactions (often referred to as appraisal rights). Under Maryland law, however, stockholders may not demand fair value of stock if the shares are listed on a national securities exchange. Holders of shares of any class of our stock that is listed on a national securities exchange, such as our common stock, Class A common stock and our Series H and K preferred stock, would be precluded from exercising appraisal rights and dissenting from extraordinary transactions, such as the merger of our company with or into another company or the sale of all or substantially all our assets.

Change of Control Agreements

We have entered into change of control agreements with certain of our senior executives providing for the payment of money to these executives upon the termination of employment following the occurrence of a change of control of our Company as defined in these agreements. If, within 18 months following a change of control, we terminate the executive’s employment other than for cause, or if the executive elects to terminate his or her employment with us for reasons specified in the agreement, we will pay the executive an amount equal to twelve months of the executive’s base salary in effect at the date of the change of control and will: (a) continue in effect for a period of twelve months, for the benefit of the executive and his family, life and health insurance, disability, medical and other benefit programs in which the executive participates, provided that the executive’s continued participation is possible, or (b) if such continued participation is not possible, arrange to provide for the executive and his family similar benefits for the same period. In addition, our Compensation Committee has the discretion under our restricted stock plan to accelerate the vesting of outstanding restricted stock awards in the event of a change of control. These provisions may deter changes of control of our Company because of the increased cost for a third party to acquire control of our Company.

Possible Anti-Takeover Effect of Certain Provisions of Our Charter and Bylaws, Maryland Law, Stockholder Rights Plan and Change of Control Agreements

Certain provisions of our charter and bylaws, certain provisions of Maryland law, our stockholder rights plan and our change of control agreements with our officers could have the effect of delaying or preventing a transaction or a change in of control that might involve a premium price for stockholders or that they otherwise may believe is desirable.

EX-21

EXHIBIT 21

SUBSIDIARIES OF THE COMPANY

323 Railroad Corp., a Connecticut Corporation

Airport Beverages, Inc., a Connecticut Corporation

Greens Farms Beverages, Inc., a Connecticut Corporation

McLean Plaza Associates, LLC, a New York Corporation

Pompton Lakes Towne Square Condominium Association, Inc., a New Jersey Corporation

Pompton Lakes Towne Square Urban Renewal Entity, LLC, a New Jersey Limited Liability Company

Pompton Lakes Towne Square Urban Renewal Entity II (Retail), LLC, a New Jersey Limited Liability Company

Ridgeway Beverages Inc., a Connecticut Corporation

Riverhead Spirits, Inc., a New York Corporation

Veterans Plaza Beverages, Inc. a Connecticut Corporation

The Dock Wine and Liquors Inc., a Connecticut Corporation

UB 970 High Ridge, LLC, a Delaware Limited Liability Company

UB 1031 Parking, LLC, a New York Limited Liability Company

UB Bloomfield I, LLC, a Delaware Limited Liability Company

UB Boonton I, LLC, a Delaware Limited Liability Company

UB Brewster, LLC, a Delaware Limited Liability Company

UB Chester, LLC, a New Jersey Limited Liability Company

UB Chestnut, LLC, a New Jersey Limited Liability Company

UB Clarkstown, LLC, a Delaware Limited Liability Company

UB Danbury, Inc., a Connecticut Corporation

UB Darien, Inc., a Connecticut Corporation

UB Derby I, LLC, a Delaware Limited Liability Company

UB Dockside, LLC, a Delaware Limited Liability Company

UB Dumont I, LLC, a Delaware Limited Liability Company

UB Eastchester Plaza, LLC, a Delaware Limited Liability Company

UB Fairfield Centre, LLC, a Delaware Limited Liability Company

UB Ferry II, LLC, a New Jersey Limited Liability Company

UB Fort Lee I, LLC, a New Jersey Limited Liability Company

UB Greenwich I, LLC, a Connecticut Limited Liability Company

UB Greenwich II-OGCC, LLC, a Connecticut Limited Liability Company

UB Harrison I, LLC, a New York Limited Liability Company

UB High Ridge, LLC, a Delaware Limited Liability Company

UB High Ridge SPE, LLC, a Delaware Limited Liability Company

UB Ironbound GP, LLC, a Delaware Limited Liability Company

UB Ironbound, L.P., a Delaware Limited Partnership

UB Katonah, LLC, a New York Limited Liability Company

UB Kinnelon I, LLC, a New Jersey Limited Liability Company

UB Litchfield, LLC, a Delaware Limited Liability Company

UB McLean, LLC, a New York Limited Liability Company

UB Midland Park I, LLC, a New Jersey Limited Liability Company

UB Midway I, LLC, a Delaware Limited Liability Company

UB Midway II, LLC, a Delaware Limited Liability Company

UB New City I, LLC, a Delaware Limited Liability Company

UB New Milford, LLC, a Delaware Limited Liability Company

UB New Providence, LLC, a Delaware Limited Liability Company

UB Newfield Green, LLC, a Connecticut Limited Liability Company

UB New City I, LLC, a Delaware Limited Liability Company

UB NM Fairfield Plaza, LLC, a Delaware Limited Liability Company

UB Orangeburg, LLC, a Delaware Limited Liability Company

UB Passaic I, LLC, a Delaware Limited Liability Company

UB Pompton Lakes I, LLC, a New Jersey Limited Liability Company

UB Putnam, LLC, a Delaware Limited Liability Company

UB Railside, LLC, a Delaware Limited Liability Company

UB Riverhead I, LLC, a New York Limited Liability Company

UB Riverhead II, LLC, a New York Limited Liability Company

UB Rye LLC, a New York Limited Liability Company

UB Solar, Inc., a New Jersey Corporation

UB Solar SPE Yorktown, LLC, a Delaware Limited Liability Company

UB Somers, Inc., a New York Corporation

UB Stamford, L.P., a Delaware Limited Partnership

UB Stratford I, LLC, a Delaware Limited Liability Company

UB Tanglewood, LLC, a Delaware Limited Liability Company

UB Waldwick I, LLC, a Delaware Limited Liability Company

UB Wyckoff I, LLC, a New Jersey Limited Liability Company

UB Yorktown, LLC, a Delaware Limited Liability Company

EX-23

EXHIBIT 23

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the Registration Statements ((i) Forms S-3 No. 33-57119, No. 333-64381, No. 333-115083, No. 333-157286, No. 333-165811, No. 333-239014, No. 333-239016 and No. 333-239021 and (ii) Forms S-8 No. 333-157283, No. 333-165807,  No. 333-175405, No. 333-189326, No. 333-211960 and 333-230571)  of our reports dated January 12, 2021, with respect to the consolidated financial statements and schedule of Urstadt Biddle Properties Inc., and the effectiveness of internal control over financial reporting of Urstadt Biddle Properties Inc. included in this Annual Report (Form 10-K) for the year ended October 31, 2020.

/s/ PKF O'Connor Davies, LLP

New York, New York

January 12, 2021

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Willing L. Biddle, certify that:

1.          I have reviewed this annual report on Form 10-K of Urstadt Biddle Properties Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:  January 13, 2021	/s/ Willing L. Biddle
	Willing L. Biddle
	President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, John T. Hayes, certify that:

1.          I have reviewed this annual report on Form 10-K of Urstadt Biddle Properties Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:  January 13, 2021	/s/ John T. Hayes
	John T. Hayes
	Senior Vice President and Chief Financial Officer

EX-32

EXHIBIT 32

Certification

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

with Respect to the Annual Report on Form 10-K

for the Year ended October 31, 2020

of Urstadt Biddle Properties Inc

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of Urstadt Biddle Properties Inc., a Maryland corporation (the “Company”), does hereby certify, to the best of such officer’s knowledge, that:

1. The Company’s Annual Report on Form 10-K for the year ended October 31, 2020 (the “Form 10-K”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and

2. Information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:  January 13, 2021	/s/ Willing L. Biddle
	Willing L. Biddle
	President and Chief Executive Officer

Dated:  January 13, 2021	/s/ John T. Hayes
	John T. Hayes
	Senior Vice President and Chief Financial Officer

The certification set forth above is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and should not be deemed to be filed under the Exchange Act by the Company or the certifying officers.

XML

Document and Entity Information - USD ($)	12 Months Ended
	Oct. 31, 2020	Jan. 08, 2021	Apr. 30, 2020
Entity Listings [Line Items]
Entity Registrant Name	URSTADT BIDDLE PROPERTIES INC
Entity Central Index Key	0001029800
Current Fiscal Year End Date	--10-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Document Type	10-K
Amendment Flag	false
Document Period End Date	Oct. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Document Annual Report	true
Document Transition Report	false
Entity File Number	1-12803
Entity Tax Identification Number	04-2458042
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	321 Railroad Avenue
Entity Address, City or Town	Greenwich
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06830
City Area Code	203
Local Phone Number	863-8200
Common Stock [Member]
Entity Listings [Line Items]
Entity Public Float			$ 25,177,380
Entity Common Stock, Shares Outstanding		10,179,502
Title of 12(b) Security	Common Stock, par value $.01 per share
Trading Symbol	UBP
Security Exchange Name	NYSE
Class A Common Stock [Member]
Entity Listings [Line Items]
Entity Public Float			$ 430,431,595
Entity Common Stock, Shares Outstanding		30,122,105
Title of 12(b) Security	Class A Common Stock, par value $.01 per share
Trading Symbol	UBA
Security Exchange Name	NYSE
5.875% Series K Cumulative Preferred Stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	5.875% Series K Cumulative Preferred Stock
Trading Symbol	UBPPRK
Security Exchange Name	NYSE
Common Stock Rights to Purchase Preferred Shares [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock Rights to Purchase Preferred Shares
Trading Symbol	N/A
Security Exchange Name	NYSE
6.25% Series H Preferred Stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	6.25% Series H Cumulative Preferred Stock
Trading Symbol	UBPPRH
Security Exchange Name	NYSE
Class A Common Stock Rights to Purchase Preferred Shares [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Class A Common Stock Rights to Purchase Preferred Shares
Trading Symbol	N/A
Security Exchange Name	NYSE

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Oct. 31, 2020	Oct. 31, 2019
Real Estate Investments:
Real Estate - at cost	$ 1,149,182	$ 1,141,770
Less: Accumulated depreciation	(261,325)	(241,154)
Investment property at cost - net	887,857	900,616
Investments in and advances to unconsolidated joint ventures	28,679	29,374
Total real estate investments	916,536	929,990
Cash and cash equivalents	40,795	94,079
Tenant receivables	25,954	22,854
Prepaid expenses and other assets	18,263	15,513
Deferred charges, net of accumulated amortization	8,631	9,868
Total Assets	1,010,179	1,072,304
Liabilities:
Revolving credit line	35,000	0
Mortgage notes payable and other loans	299,434	306,606
Preferred Stock, Redemption Amount	0	75,000
Accounts payable and accrued expenses	18,033	11,416
Deferred compensation - officers	20	53
Other liabilities	24,550	21,629
Total Liabilities	377,037	414,704
Redeemable Noncontrolling Interests	62,071	77,876
Commitments and Contingencies
Stockholders' Equity:
Excess Stock, par value $0.01 per share; 20,000,000 shares authorized; none issued and outstanding	0	0
Additional Paid in Capital	526,027	520,988
Cumulative distributions in excess of net income	(164,651)	(158,213)
Accumulated other comprehensive income	(15,707)	(8,451)
Total Stockholders' Equity	571,071	579,724
Total Liabilities and Stockholders' Equity	1,010,179	1,072,304
6.25% Series H Cumulative Preferred Stock [Member]
Stockholders' Equity:
Cumulative Preferred Stock $25 Par Value	115,000	115,000
5.875% Series K Cumulative Preferred Stock [Member]
Stockholders' Equity:
Cumulative Preferred Stock $25 Par Value	110,000	110,000
Common Stock [Member]
Stockholders' Equity:
Common Stock, par value $.01 per share	102	101
Class A Common Stock [Member]
Stockholders' Equity:
Common Stock, par value $.01 per share	$ 300	$ 299

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019
Stockholders' Equity:
Excess stock, par value (in dollars per share)	$ 0.01	$ 0.01
Excess stock, shares authorized (in shares)	20,000,000	20,000,000
Excess stock, shares issued (in shares)	0	0
Excess stock, shares outstanding (in shares)	0	0
Common Stock [Member] | Common Stock [Member]
Stockholders' Equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	30,000,000	30,000,000
Common stock, shares issued (in shares)	10,073,652	9,963,751
Common stock, shares outstanding (in shares)	10,073,652	9,963,751
Common Stock [Member] | Class A Common Stock [Member]
Stockholders' Equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	29,996,305	29,893,241
Common stock, shares outstanding (in shares)	29,996,305	29,893,241
Preferred Stock [Member] | 6.75% Series G Cumulative Preferred Stock [Member]
Stockholders' Equity:
Preferred stock, dividend rate		6.75%
Preferred Stock [Member] | 6.25% Series H Cumulative Preferred Stock [Member]
Stockholders' Equity:
Preferred stock, dividend rate	6.25%	6.25%
Preferred stock, liquidation preference (in dollars per share)	$ 25	$ 25
Preferred stock, shares issued (in shares)	4,600,000	4,600,000
Preferred stock, shares outstanding (in shares)	4,600,000	4,600,000
Preferred Stock [Member] | 5.875% Series K Cumulative Preferred Stock [Member]
Stockholders' Equity:
Preferred stock, dividend rate	5.875%	5.875%
Preferred stock, liquidation preference (in dollars per share)	$ 25	$ 25
Preferred stock, shares issued (in shares)	4,400,000	4,400,000
Preferred stock, shares outstanding (in shares)	4,400,000	4,400,000

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CONSOLIDATED STATEMENTS OF INCOME - USD ($)	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Revenues
Lease income	$ 120,941,000	$ 132,287,000	$ 127,230,000
Lease termination	705,000	221,000	3,795,000
Other	5,099,000	4,374,000	3,697,000
Total Revenues	126,745,000	136,882,000	134,722,000
Expenses
Property operating	19,542,000	22,151,000	22,235,000
Property taxes	23,464,000	23,363,000	21,167,000
Depreciation and amortization	29,187,000	27,930,000	28,327,000
General and administrative	10,643,000	9,405,000	9,223,000
Directors' fees and expenses	373,000	346,000	344,000
Total Operating Expenses	83,209,000	83,195,000	81,296,000
Operating Income	43,536,000	53,687,000	53,426,000
Non-Operating Income (Expense):
Interest expense	(13,508,000)	(14,102,000)	(13,678,000)
Equity in net income from unconsolidated joint ventures	1,433,000	1,241,000	2,085,000
Gain on sale of marketable securities	258,000	403,000	0
Interest, dividends and other investment income	398,000	403,000	350,000
Gain (loss) on sale of property	(6,047,000)	(19,000)	0
Net Income	26,070,000	41,613,000	42,183,000
Noncontrolling interests:
Net income attributable to noncontrolling interests	(3,887,000)	(4,333,000)	(4,716,000)
Net income attributable to Urstadt Biddle Properties Inc.	22,183,000	37,280,000	37,467,000
Preferred stock dividends	(13,650,000)	(12,789,000)	(12,250,000)
Redemption of preferred stock	0	(2,363,000)	0
Net Income (Loss) Applicable to Common and Class A Common Stockholders	8,533,000	22,128,000	25,217,000
Common Stock [Member]
Noncontrolling interests:
Net Income (Loss) Applicable to Common and Class A Common Stockholders	$ 1,849,000	$ 4,659,000	$ 5,173,000
Basic Earnings Per Share:
Per Common Share (in dollars per share)	$ 0.20	$ 0.53	$ 0.61
Diluted Earnings Per Share:
Per Common Share (in dollars per share)	$ 0.20	$ 0.52	$ 0.60
Class A Common Stock [Member]
Noncontrolling interests:
Net Income (Loss) Applicable to Common and Class A Common Stockholders	$ 6,684,000	$ 17,469,000	$ 20,044,000
Basic Earnings Per Share:
Per Common Share (in dollars per share)	$ 0.23	$ 0.59	$ 0.68
Diluted Earnings Per Share:
Per Common Share (in dollars per share)	$ 0.22	$ 0.58	$ 0.67

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]
Net Income	$ 26,070	$ 41,613	$ 42,183
Other comprehensive loss:
Change in unrealized gain on marketable equity securities	0	0	569
Change in unrealized gain (loss) on interest rate swaps	(6,546)	(13,651)	4,155
Other Comprehensive Income Unrealized Gain Loss On Derivatives Arising During Period for Equity Investee Companies - Net Of Tax	(710)	(1,697)	0
Total comprehensive income (loss)	18,814	26,265	46,907
Comprehensive income attributable to noncontrolling interests	(3,887)	(4,333)	(4,716)
Total comprehensive income (loss) attributable to Urstadt Biddle Properties Inc.	14,927	21,932	42,191
Preferred stock dividends	(13,650)	(12,789)	(12,250)
Redemption of preferred stock	0	(2,363)	0
Total comprehensive income (loss) applicable to Common and Class A Common Stockholders	$ 1,277	$ 6,780	$ 29,941

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Cash Flows from Operating Activities:
Net Income	$ 26,070,000	$ 41,613,000	$ 42,183,000
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	29,187,000	27,930,000	28,327,000
Straight-line rent adjustment	(2,641,000)	(914,000)	(957,000)
Provisions for tenant credit losses	6,244,000	956,000	859,000
Restricted stock compensation expense and other adjustments	5,448,000	4,381,000	4,085,000
Deferred compensation arrangement	(33,000)	(19,000)	(24,000)
(Gain) on sale of marketable securities	(258,000)	(403,000)	0
(Gain) loss on sale of properties	6,047,000	19,000	0
Equity in net (income) of unconsolidated joint ventures	(1,433,000)	(1,241,000)	(2,085,000)
Distributions of operating income from unconsolidated joint ventures	1,433,000	1,241,000	2,085,000
Changes in operating assets and liabilities:
Tenant receivables	(6,715,000)	(314,000)	(956,000)
Accounts payable and accrued expenses	609,000	(8,142,000)	161,000
Other assets and other liabilities, net	(2,075,000)	7,210,000	(2,094,000)
Net Cash Flow Provided by Operating Activities	61,883,000	72,317,000	71,584,000
Cash Flows from Investing Activities:
Acquisitions of real estate investments	0	(11,751,000)	(6,910,000)
Investments in and advances to unconsolidated joint ventures	0	(574,000)	0
Deposits on acquisition of real estate investment	(1,030,000)	0	0
Deposits on real estate investments	530,000	0	(1,000,000)
Improvements to properties and deferred charges	(22,336,000)	(18,681,000)	(8,184,000)
Proceeds from sale of property	3,732,000	3,372,000	0
Purchase of available for sale securities	(6,983,000)	0	(4,999,000)
Proceeds from the sale of available for sale securities	7,240,000	5,970,000	0
Return of capital from unconsolidated joint ventures	27,000	6,925,000	553,000
Net Cash Flow (Used in) Investing Activities	(18,820,000)	(14,739,000)	(20,540,000)
Cash Flows from Financing Activities:
Dividends paid - Common and Class A Common Stock	(30,018,000)	(42,600,000)	(41,626,000)
Dividends paid - Preferred Stock	(14,188,000)	(12,789,000)	(12,250,000)
Principal amortization repayments on mortgage notes payable	(7,089,000)	(6,441,000)	(6,427,000)
Proceeds from mortgage note payable and other loans	0	47,000,000	10,000,000
Repayment of mortgage note payable and other loans	0	(27,001,000)	(17,624,000)
Proceeds from revolving credit line borrowings	35,000,000	25,500,000	33,595,000
Sales of additional shares of Common and Class A Common Stock	149,000	193,000	196,000
Repayment of revolving credit line borrowings	0	(54,095,000)	(9,000,000)
Acquisitions of noncontrolling interests	(758,000)	(5,134,000)	(1,220,000)
Distributions to noncontrolling interests	(3,887,000)	(4,333,000)	(4,716,000)
Repurchase of shares of Class A Common Stock	0	0	(120,000)
Payment of taxes on shares withheld for employee taxes	(573,000)	(270,000)	(241,000)
Net proceeds from issuance of Preferred Stock	17,000	106,186,000	0
Redemption of preferred stock	(75,000,000)	0	0
Net Cash Flow (Used in) Financing Activities	(96,347,000)	26,216,000	(49,433,000)
Net Increase/(Decrease) In Cash and Cash Equivalents	(53,284,000)	83,794,000	1,611,000
Cash and Cash Equivalents at Beginning of Year	94,079,000	10,285,000	8,674,000
Cash and Cash Equivalents at End of Year	$ 40,795,000	$ 94,079,000	$ 10,285,000

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Preferred Stock [Member] 6.75% Series G Cumulative Preferred Stock [Member]	Preferred Stock [Member] 6.25% Series H Preferred Stock [Member]	Preferred Stock [Member] 5.875% Series K Cumulative Preferred Stock [Member]	Common Stock [Member]	Common Stock [Member] Common Stock [Member]	Common Stock [Member] Class A Common Stock [Member]	Additional Paid In Capital [Member]	Cumulative Distributions in Excess of Net Income [Member]	Cumulative Distributions in Excess of Net Income [Member] Common Stock [Member]	Cumulative Distributions in Excess of Net Income [Member] Class A Common Stock [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Total	Common Stock [Member]	Class A Common Stock [Member]
Balance at Oct. 31, 2017	$ 75,000	$ 115,000	$ 0		$ 97	$ 297	$ 514,217	$ (120,123)			$ 2,742	$ 587,230
Balance (in shares) at Oct. 31, 2017	3,000,000	4,600,000	0		9,664,778	29,728,744
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income applicable to Common and Class A common stockholders								25,217				25,217	$ 5,173	$ 20,044
Change in unrealized gains on marketable securities											569	569
Change in unrealized gain (loss) on interest rate swaps including equity investee companies											4,155	4,155
Cash dividends paid:
Common stock				$ (9,426)					$ (9,426)	$ (32,200)				(32,200)
Issuance of shares under dividend reinvestment plan					$ 0	$ 0	197					197
Issuance of shares under dividend reinvestment plan (in shares)					4,528	5,766
Shares issued under restricted stock plan					$ 2	$ 1	(3)					0
Shares issued under restricted stock plan (in shares)					152,700	102,800
Shares withheld for employee taxes (in shares)						(10,886)
Shares withheld for employee taxes						$ 0	(240)					(240)
Forfeiture of restricted stock						$ 0	0					0
Forfeiture of restricted stock (in shares)						(4,950)
Restricted stock compensation and other adjustments							4,085					4,085
Repurchase of common stock						$ 0	(120)					(120)
Repurchase of common stock (in shares)						(6,660)
Adjustments to redeemable noncontrolling interests								2,674				2,674
Balance at Oct. 31, 2018	$ 75,000	$ 115,000	$ 0		$ 99	$ 298	518,136	(133,858)			7,466	582,141
Balance (in shares) at Oct. 31, 2018	3,000,000	4,600,000	0		9,822,006	29,814,814
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Cumulative Effect on Retained Earnings, Net of Tax								569			(569)	0
Net income applicable to Common and Class A common stockholders								22,128				22,128	4,659	17,469
Change in unrealized gains on marketable securities												0
Change in unrealized gain (loss) on interest rate swaps including equity investee companies											(15,348)	(15,348)
Cash dividends paid:
Common stock									(9,762)	(32,838)			(9,762)	(32,838)
Issuance of shares under dividend reinvestment plan					$ 0	$ 0	193					193
Issuance of shares under dividend reinvestment plan (in shares)					4,545	5,417
Shares issued under restricted stock plan					$ 2	$ 1	(3)					0
Shares issued under restricted stock plan (in shares)					137,200	111,450
Shares withheld for employee taxes (in shares)						(14,290)
Shares withheld for employee taxes						$ 0	(269)					(269)
Forfeiture of restricted stock						$ 0	0					0
Forfeiture of restricted stock (in shares)						(24,150)
Issuance of Preferred Stock			$ 110,000				(3,465)					106,535
Issuance of Preferred Stock (in shares)			4,400,000
Redemption of Preferred Stock Series	$ (75,000)						2,363					(72,637)
Redemption of Preferred Stock (in shares)	(3,000,000)
Restricted stock compensation and other adjustments							4,033					4,033
Adjustments to redeemable noncontrolling interests								(4,452)				(4,452)
Balance at Oct. 31, 2019	$ 0	$ 115,000	$ 110,000		$ 101	$ 299	520,988	(158,213)			(8,451)	579,724
Balance (in shares) at Oct. 31, 2019	0	4,600,000	4,400,000		9,963,751	29,893,241
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income applicable to Common and Class A common stockholders								8,533				8,533	1,849	6,684
Change in unrealized gains on marketable securities												0
Change in unrealized gain (loss) on interest rate swaps including equity investee companies											(7,256)	(7,256)
Cash dividends paid:
Common stock									$ (6,923)	$ (23,095)			$ (6,923)	$ (23,095)
Issuance of shares under dividend reinvestment plan					$ 0	$ 0	149					149
Issuance of shares under dividend reinvestment plan (in shares)					4,451	6,837
Shares issued under restricted stock plan					$ 1	$ 1	(2)					0
Shares issued under restricted stock plan (in shares)					105,450	120,800
Shares withheld for employee taxes (in shares)						(23,873)
Shares withheld for employee taxes						$ 0	(573)					(573)
Forfeiture of restricted stock						$ 0	0					0
Forfeiture of restricted stock (in shares)						(700)
Restricted stock compensation and other adjustments							5,465					5,465
Adjustments to redeemable noncontrolling interests								15,047				15,047
Balance at Oct. 31, 2020	$ 0	$ 115,000	$ 110,000		$ 102	$ 300	$ 526,027	$ (164,651)			$ (15,707)	$ 571,071
Balance (in shares) at Oct. 31, 2020	0	4,600,000	4,400,000		10,073,652	29,996,305

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Preferred Stock [Member] | 6.75% Series G Cumulative Preferred Stock [Member]
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Preferred stock, dividend rate		6.75%	6.75%
Preferred Stock [Member] | 6.25% Series H Preferred Stock [Member]
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Preferred stock, dividend rate	6.25%	6.25%	6.25%
Preferred Stock [Member] | 5.875% Series K Cumulative Preferred Stock [Member]
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Preferred stock, dividend rate	5.875%	5.875%
Common Stock [Member] | Common Stock [Member]
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock, dividends per share declared (in dollars per share)	$ 0.6875	$ 0.98	$ 0.96
Common Stock [Member] | Class A Common Stock [Member]
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock, dividends per share declared (in dollars per share)	$ 0.77	$ 1.10	$ 1.08

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Oct. 31, 2020

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(1) ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business

Urstadt Biddle Properties Inc. (“Company”), a Maryland Corporation, is a real estate investment trust (REIT), engaged in the acquisition, ownership and management of commercial real estate, primarily neighborhood and community shopping centers in the northeastern part of the United States with a concentration in the metropolitan New York tri-state area outside of the City of New York. The Company's major tenants include supermarket chains and other retailers who sell basic necessities. At October 31, 2020, the Company owned or had equity interests in 81 properties containing a total of 5.3 million square feet of gross leasable area ("GLA").

COVID-19 Pandemic

On March 11, 2020, the novel coronavirus disease (“COVID-19”) was declared a pandemic (“COVID-19 pandemic”) by the World Health Organization as the disease spread throughout the world.  During March 2020, measures to prevent the spread of COVID-19 were initiated, primarily focused on social distancing practices.  The virus continued to spread among more populated cities and communities resulting in federal, state and local government agencies issuing regulatory orders enforcing social distancing and limiting group gatherings in order to further prevent the spread of COVID-19.  While laws vary by state, generally, businesses deemed essential to the public have been able to operate while non-essential businesses were initially not allowed to operate, but, in most instances, have now been allowed to operate at various operational levels. Grocery stores, pharmacies and wholesale clubs, which anchor properties that make up 84% of our GLA, are considered essential businesses and have remained open and operational to serve the residents of their communities throughout the entire pandemic.  Many restaurants are also considered essential, although social distancing and group gathering limitations generally prevent or limit dine-in activity, forcing them to evaluate alternate means of operations, such as outdoor dining, delivery and pick-up, or to elect to remain closed during this pandemic.  As of October 31, most non-essential businesses have also been permitted to operate, in some cases subject to modified operation procedures. The duration and severity of this pandemic are still uncertain and continue to evolve.

As done every reporting period, management assesses whether there are any indicators that the value of its real estate investments may be impaired and has concluded that none of its investment properties are impaired at October 31, 2020. However, the COVID-19 pandemic has significantly impacted many of the retail sectors in which the Company’s tenants operate and if the effects of the pandemic are prolonged, it could have a significant adverse impact to the underlying businesses of many of the Company’s tenants.  The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will continue to assess its asset portfolio for any impairment indicators. In addition, the extent to which the COVID-19 pandemic impacts the Company’s financial condition, results of operations and cash flows, in the near term, will depend on future developments, which are highly uncertain and cannot be predicted at this time.

Principles of Consolidation and Use of Estimates

The accompanying consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and joint ventures in which the Company meets certain criteria of a sole general partner in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 810, "Consolidation." The Company has determined that such joint ventures should be consolidated into the consolidated financial statements of the Company. In accordance with ASC Topic 970-323, "Real Estate-General-Equity Method and Joint Ventures;" joint ventures that the Company does not control but otherwise exercises significant influence in, are accounted for under the equity method of accounting. See Note 6 for further discussion of the unconsolidated joint ventures. All significant intercompany transactions and balances have been eliminated in consolidation.

The accompanying financial statements are prepared on the accrual basis in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. The most significant assumptions and estimates relate to the valuation of real estate, depreciable lives, revenue recognition, fair value measurements and the collectability of tenant receivables.  Actual results could differ from these estimates.

Federal Income Taxes

The Company has elected to be treated as a real estate investment trust under Sections 856-860 of the Internal Revenue Code ("Code"). Under those sections, a REIT that, among other things, distributes at least 90% of real estate trust taxable income and meets certain other qualifications prescribed by the Code will not be taxed on that portion of its taxable income that is distributed. The Company believes it qualifies as a REIT and intends to distribute all of its taxable income for fiscal 2020 in accordance with the provisions of the Code. Accordingly, no provision has been made for Federal income taxes in the accompanying consolidated financial statements.

The Company follows the provisions of ASC Topic 740, “Income Taxes,” that, among other things, defines a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.   Based on its evaluation, the Company determined that it has no uncertain tax positions and no unrecognized tax benefits as of October 31, 2020.  As of October 31, 2020, the fiscal tax years 2016 through and including 2019 remain open to examination by the Internal Revenue Service.  There are currently no federal tax examinations in progress.

Acquisitions of Real Estate Investments and Capitalization Policy

Acquisition of Real Estate Investments:

The Company evaluates each acquisition of real estate or in-substance real estate (including equity interests in entities that predominantly hold real estate assets) to determine if the integrated set of assets and activities acquired meet the definition of a business and need to be accounted as a business combination. If either of the following criteria is met, the integrated set of assets and activities acquired would not qualify as a business:

● Substantially all of the fair value of the gross assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets; or

● The integrated set of assets and activities is lacking, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs (i.e. revenue generated before and after the transaction).

An acquired process is considered substantive if:

● The process includes an organized workforce (or includes an acquired contract that provides access to an organized workforce), that is skilled, knowledgeable, and experienced in performing the process;

● The process cannot be replaced without significant cost, effort, or delay; or

● The process is considered unique or scarce.

Generally, the Company expects that acquisitions of real estate or in-substance real estate will not meet the definition of a business because substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets (i.e. land, buildings, and related intangible assets) or because the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay.

Acquisitions of real estate and in-substance real estate which do not meet the definition of a business are accounted for as asset acquisitions. The accounting model for asset acquisitions is similar to the accounting model for business combinations except that the acquisition consideration (including acquisition costs) is allocated to the individual assets acquired and liabilities assumed on a relative fair value basis. As a result, asset acquisitions do not result in the recognition of goodwill or a bargain purchase gain. The relative fair values used to allocate the cost of an asset acquisition are determined using the same methodologies and assumptions as the Company utilizes to determine fair value in a business combination.

The value of tangible assets acquired is based upon our estimation of value on an “as if vacant” basis. The value of acquired in-place leases includes the estimated costs during the hypothetical lease-up period and other costs that would have been incurred in the execution of similar leases under the market conditions at the acquisition date of the acquired in-place lease. We assess the fair value of tangible and intangible assets based on numerous factors, including estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors, including the historical operating results, known trends, and market/economic conditions that may affect the property.

The values of acquired above and below-market leases, which are included in prepaid expenses and other assets and other liabilities, respectively, are amortized over the terms of the related leases and recognized as either an increase (for below-market leases) or a decrease (for above-market leases) to rental revenue. The values of acquired in-place leases are classified in other assets in the accompanying consolidated balance sheets and amortized over the remaining terms of the related leases.

Capitalization Policy:

Land, buildings, property improvements, furniture/fixtures and tenant improvements are recorded at cost. Expenditures for maintenance and repairs are charged to operations as incurred. Renovations and/or replacements, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives.

Depreciation and Amortization

The Company uses the straight-line method for depreciation and amortization. Real estate investment properties are depreciated over the estimated useful lives of the properties, which range from 30 to 40 years. Property improvements are depreciated over the estimated useful lives that range from 10 to 20 years. Furniture and fixtures are depreciated over the estimated useful lives that range from 3 to 10 years. Tenant improvements are amortized over the shorter of the life of the related leases or their useful life.

Sale of Investment Property and Property Held for Sale

The Company reports properties that are either disposed of or are classified as held for sale in continuing operations in the consolidated statement of income if the removal, or anticipated removal, of the asset(s) from the reporting entity does not represent a strategic shift that has or will have a major effect on an entity's operations and financial results when disposed of.

In January 2020, the Company entered into a purchase and sale agreement, subject to certain conditions, to sell a 29,000 square foot portion of its property located in Pompton Lakes, NJ (the "Pompton Lakes Property") to an unrelated third party for a sale price of $2.8 million.  In accordance with ASC Topic 360-10-45, that portion of the property met all the criteria to be classified as held for sale in September of fiscal 2020, and accordingly the Company recorded a loss on property held for sale of $5.7 million, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2020. The amount of the loss represented the net carrying amount of that portion of the property over the fair value of that portion of the asset less estimated cost to sell.  The net book value of that portion of the Pompton Lakes Property was insignificant to financial statement presentation and, as a result, the Company did not include that portion of the asset as held for sale on its consolidated balance sheet at October 31, 2020.  In December 2020, the sale of that portion of the property was completed.

In January 2020, the Company sold for $1.3 million its retail property located in Carmel, NY (the "Carmel Property"), as that property no longer met the Company's investment objectives.  In conjunction with the sale, the Company realized a loss on sale of the Carmel property in the amount of $242,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020.

In August 2019, the Company entered into a purchase and sale agreement to sell its property located in Bernardsville, NJ (the "Bernardsville Property"), to an unrelated third party for a sale price of $2.7 million as that property no longer met its investment objectives.  In accordance with ASC Topic 360-10-45, the property met all the criteria to be classified as held for sale in the fourth quarter of fiscal 2019, and accordingly the Company recorded a loss on property held for sale of $434,000, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2019. The amount of the loss represented the net carrying amount of the property over the fair value of the asset less estimated cost to sell.  The net book value of the Bernardsville Property was insignificant to financial statement presentation and as a result the Company did not include the asset as held for sale on its consolidated balance sheet at October 31, 2019.  In December 2019 (fiscal 2020), the Bernardsville Property sale was completed and the Company realized an additional loss on sale of property of $86,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020.

In June 2019, the Company sold for $3.7 million its property located in Monroe, CT (the "Monroe Property"), as that property no longer met the Company's investment objectives.  In conjunction with the sale the Company realized a gain on sale of property in the amount of $416,000, which is included in continuing operations in the consolidated statement of income for the year ended October 31, 2019.

The combined operating results of the Monroe Property, the Bernardsville Property, the Carmel Property and the sold portion of the Pompton Lakes properties, which are included in continuing operations, were as follows (amounts in thousands):

	Year Ended October 31,
	2020			2019			2018
Revenues	$	17		$	612		$	666
Property operating expense		(282	)		(629	)		(691	)
Depreciation and amortization		(219	)		(393	)		(417	)
Net Income (loss)	$	(484	)	$	(410	)	$	(442	)

Deferred Charges

Deferred charges consist principally of leasing commissions (which are amortized ratably over the life of the tenant leases).  Deferred charges in the accompanying consolidated balance sheets are shown at cost, net of accumulated amortization of $5,115,000 and $4,861,000 as of October 31, 2020 and 2019, respectively.

Asset Impairment

On a periodic basis, management assesses whether there are any indicators that the value of its real estate investments may be impaired.  A property value is considered impaired when management’s estimate of current and projected operating cash flows (undiscounted and without interest) of the property over its remaining useful life is less than the net carrying value of the property.  Such cash flow projections consider factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors.  To the extent impairment has occurred, the loss is measured as the excess of the net carrying amount of the property over the fair value of the asset.  Changes in estimated future cash flows due to changes in the Company’s plans or market and economic conditions could result in recognition of impairment losses which could be substantial.  As of October 31, 2020, management does not believe that the value of any of its real estate investments is impaired. However, as described above, the COVID-19 pandemic has significantly impacted many of the retail sectors in which the Company’s tenants operate and if the effects of the pandemic are prolonged, it could have a significant adverse impact to the underlying businesses of many of the Company’s tenants.  The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will continue to assess its asset portfolio for any impairment indicators.

Lease Income, Revenue Recognition and Tenant Receivables

Lease Income:

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with designated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"). Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most all lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes, insurance and Common Area Maintenance ("CAM") costs (collectively, "Recoverable Costs") incurred.

Lease terms generally range from 1 to 5 years for tenant spaces under 10,000 square feet (“Shop Space”) and in excess of 5 years for spaces greater than 10,000 square feet (“Anchor Spaces”). Many leases also provide the option for the tenants to extend their lease beyond the initial term of the lease. If the tenants do not exercise renewal options and the leases mature, the tenants must relinquish their space so it can be leased to a new tenant, which generally involves some level of cost to prepare the space for re-leasing. These costs are capitalized and depreciated over the shorter of the life of the subsequent lease or the life of the improvement.

On November 1, 2019, the Company adopted the new accounting guidance in ASC Topic 842, "Leases," including all related Accounting Standard Updates (“ASU's”). The Company elected to use the modified retrospective transition method provided in ASU 2018-11 (the "adoption date method"). Under this method, the effective date of November 1, 2019 is the date of initial application. In connection with the adoption of ASC Topic 842, the Company elected a package of practical expedients, transition options, and accounting policy elections as follows:

● Package of practical expedients - applied to all leases, allowing the Company not to reassess (i) whether expired or existing contracts contain leases under the new definition of a lease, (ii) lease classification for expired or existing leases, and (iii) whether previously capitalized initial direct costs would qualify for capitalization under Topic 842; and

● Lessor separation and allocation practical expedient - the Company elected, as lessor, to aggregate non-lease components with the related lease component if certain conditions are met, and account for the combined component based on its predominant characteristic, which generally results in combining lease and non-lease components of its tenant lease contracts to a single line shown as lease income in the accompanying consolidated statements of income.

The Company's existing leases were not re-evaluated and continue to be classified as operating leases, as per the practical expedient package elected above. New and modified leases will now require evaluation of specific classification criteria, which, based on the customary terms of the Company's leases, should continue to be classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition.

CAM is a non-lease component of the lease contract under ASC Topic 842, and therefore would be accounted for under ASC Topic 606, "Revenue from Contracts with Customers," and presented separate from lease income in the accompanying consolidated statements of income, based on an allocation of the overall contract price, which is not necessarily the amount that would be billable to the tenants for CAM reimbursements per the terms of the lease contract. As the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenants' use of the underlying lease asset, the Company elected, as part of the package of practical expedients, to combine CAM with the remaining lease components, along with tenants' reimbursement of real estate taxes and insurance, and recognize them together as lease income in the accompanying Statements of Income.

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectability is considered probable at the commencement date. At lease commencement, the Company expects that collectability is probable for all of its leases due to the Company’s credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from all operating leases is initially recognized on a straight-line basis.  Lease income each period is reduced by amounts considered uncollectable on a lease-by-lease basis, with any changes in collectability assessments recognized as a current period adjustment to lease income. For operating leases in which collectability of lease income is not considered probable, lease income is recognized on a cash basis and all previously recognized uncollectable lease income, including straight-line rental income, is reversed in the period in which the lease income is determined not to be probable of collection.

ASC Topic 842 also changes the treatment of leasing costs, such that non-contingent internal leasing and legal costs associated with leasing activities can no longer be capitalized. The Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant operating lease that would not have been incurred if the lease had not been obtained. These costs generally include third-party broker payments, which are capitalized to deferred costs in the accompanying consolidated balance sheets and amortized over the expected term of the lease to depreciation and amortization expense in the accompanying consolidated statements of income.

There was no change to operating income upon the adoption of ASC Topic 842 and related ASU's.

COVID-19 Pandemic

Beginning in March 2020, many of the Company's properties were, and continue to be, negatively impacted by the COVID-19 pandemic, as state governments mandated the closure of non-essential businesses to prevent the spread of COVID-19, forcing many of our tenants’ businesses to close or reduce operations.  As a result, 396 of approximately 900 tenants in the Company's consolidated portfolio, representing 1.5 million square feet and approximately 43.8% of the Company's annualized base rent, have asked for some type of rent deferral or concession.  Subsequently, approximately 118 of the 396 tenants withdrew their requests for rent relief or paid their rent in full. The Company has, and will continue to evaluate each request on a case-by-case basis to determine an appropriate course of action, recognizing that in many cases some type of concession may be appropriate and beneficial to the long-term interests of the Company.  In evaluating these requests, the Company has been and will continue to consider many factors, including the tenant's financial strength, the tenant's operating history, potential co-tenancy impacts, the tenant's contribution to the shopping center in which it operates, the Company's assessment of the tenant's long-term viability, the difficulty or ease with which the tenant could be replaced and other factors. Each negotiation is specific to the tenant making the request.  The primary strategy of the Company is that most of these concessions will be in the form of deferred rent for some portion of rents due in April through December 2020 to be paid over a later part of the lease, preferably within a period of one year or less, but in some instances the Company determined that it was more appropriate to abate some portion of base rents for some tenants between April and December, or potentially portions of fiscal 2021 rent. As of October 31, 2020, the Company has completed 234 lease modifications, consisting of base rent deferrals totaling $3.4 million and rent abatements totaling $1.4 million as of October 31, 2020.  The Company has increased its uncollectable amounts in lease income for the year ended October 31, 2020 for tenants it felt were affected by the COVID-19 pandemic (see below and in Note 7).

In April 2020, in response to the COVID-19 pandemic, the FASB staff issued guidance that it would be acceptable for entities to make an election to account for lease concessions related to the effects of the COVID-19 pandemic consistent with how those concessions would be accounted for under Topic 842, as if enforceable rights and obligations for those concessions existed (regardless of whether those enforceable rights and obligations for the concessions explicitly exist in the lease contract). Consequently, for concessions related to the effects of the COVID-19 pandemic, an entity will not have to analyze each lease contract to determine whether enforceable rights and obligations for concessions exist in the lease contract and may elect to apply or not apply the lease modification guidance in Topic 842 to those contracts.

This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. For example, this election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than total payments required by the original contract. The FASB staff expects that reasonable judgment will be exercised in making those determinations.

Some concessions will provide a deferral of payments with no substantive changes to the consideration in the original lease contract. A deferral affects the timing, but the amount of the consideration is substantially the same as that required by the original lease contract. The FASB staff expects that there will be multiple ways to account for those deferrals, none of which the staff believes are preferable over others. The Company has made the election not to analyze each lease contract, and believes that, based on FASB guidance, the appropriate way to account for the concessions as described above is to account for such concessions as if no change to the lease contracts were made. Under that accounting, a lessor would increase its lease receivable (straight-line rents receivable) and would continue to recognize income during the deferral period, assuming that the collectability of the future rents under the lease contract are considered collectable.  If it is determined that the future rents of any lease contract are not collectable, the Company would treat that lease contract on a cash basis as defined in ASC Topic 842.

When collection of substantially all lease payments during the lease term is not considered probable, total lease revenue is limited to the lesser of revenue recognized under accrual accounting or cash received. Determining the probability of collection of substantially all lease payments during a lease term requires significant judgment. This determination is impacted by numerous factors, including our assessment of the tenant’s credit worthiness, economic conditions, tenant sales productivity in that location, historical experience with the tenant and tenants operating in the same industry, future prospects for the tenant and the industry in which it operates, and the length of the lease term. If leases currently classified as probable are subsequently reclassified as not probable, any outstanding lease receivables (including straight-line rent receivables) would be written-off with a corresponding decrease in lease income.

The Company anticipates that its variable lease income represented by the reimbursement of CAM and real estate taxes will not be materially affected for most national tenants and tenants with higher levels of credit and balance sheet resources.  For smaller local tenants and tenants with fewer resources, the Company has reduced its accruals for CAM and real estate taxes in anticipation of potentially having to reduce the amounts billed to these tenants at the end of calendar 2020.  This has had the effect of reducing this portion of lease income for the year ended October 31, 2020.

Revenue Recognition

In those instances in which the Company funds tenant improvements and the improvements are deemed to be owned by the Company, revenue recognition on operating leases will commence when the improvements are substantially completed and possession or control of the space is turned over to the tenant. When the Company determines that the tenant allowances are lease incentives, the Company commences revenue recognition when possession or control of the space is turned over to the tenant for tenant work to begin.

Lease termination amounts are recognized in operating revenues when there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the property and the termination consideration is probable of collection. Lease termination amounts are paid by tenants who want to terminate their lease obligations before the end of the contractual term of the lease by agreement with the Company. There is no way of predicting or forecasting the timing or amounts of future lease termination fees. Interest income is recognized as it is earned. Gains or losses on disposition of properties are recorded when the criteria for recognizing such gains or losses under U.S. GAAP have been met.

Percentage rent is recognized when a specific tenant’s sales breakpoint is achieved.

Tenant Receivables

The actions taken by federal, state and local governments to mitigate the spread of COVID-19, initially by ordering closures of non-essential businesses and ordering residents to generally stay at home, and subsequent phased re-openings have resulted in many of our tenants temporarily or even permanently closing their businesses, and for some, it had impacted their ability to pay rent.

As a result, in accordance with ASC Topic 842, we revised our collectability assumptions for many of our tenants that were most significantly impacted by COVID-19. Accordingly, during the year ended October 31, 2020, we recognized collectability related adjustments totaling $7.3 million. This amount includes changes in our collectability assessments for certain tenants in our portfolio from probable to not probable, which requires that revenue recognition for those tenants be converted to cash basis accounting with previously uncollected billed rents reversed in the current period.  This resulted in a reduction of lease income for the year ended October 31, 2020 in the amount of $2.3 million related to tenants whose assessment of collectability was changed from probable to not probable. In addition, the Company wrote-off $1.1 million of previously recorded straight-line rent receivables related to tenants whose assessment of collectability was changed from probable to not probable.  As of October 31, 2020, the revenue from approximately 7.1% of our tenants (based on total commercial leases) is being recognized on a cash basis.

At October 31, 2020 and October 31, 2019, $22,330,000 and $19,395,000, respectively, have been recognized as straight-line rents receivable (representing the current cumulative rents recognized prior to when billed and collectible as provided by the terms of the leases), all of which is included in tenant receivables in the accompanying consolidated financial statements.

The Company provides an allowance for doubtful accounts against the portion of tenant receivables that is estimated to be uncollectable.  Such allowances are reviewed periodically.  At October 31, 2020 and October 31, 2019, tenant receivables in the accompanying consolidated balance sheets are shown net of allowances for doubtful accounts of $8,769,000 and $5,454,000, respectively.  Included in the aforementioned allowance for doubtful accounts is an amount for future tenant credit losses of approximately 10% of the deferred straight-line rents receivable which is estimated to be uncollectable.

Cash Equivalents

Cash and cash equivalents consist of cash in banks and short-term investments with original maturities of less than three months.

Marketable Securities

Marketable equity securities are carried at fair value based upon quoted market prices in active markets.

In March 2020, the Company purchased REIT securities in the amount of $7.0 million.  In May 2020, the Company sold all of its REIT securities for $7.3 million and realized a gain on sale of $258,000, which is included in the consolidated statement of income for the year ended October 31, 2020.

In February and March 2018, the Company purchased REIT securities in the amount of $5.0 million.  In January 2019, the Company sold all of its REIT securities for $6.0 million and realized a gain on sale of $403,000, which is included in the consolidated statement of income for the year ended October 31, 2019.

Derivative Financial Instruments

The Company occasionally utilizes derivative financial instruments, such as interest rate swaps, to manage its exposure to fluctuations in interest rates. The Company has established policies and procedures for risk assessment and the approval, reporting and monitoring of derivative financial instruments. Derivative financial instruments must be effective in reducing the Company's interest rate risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative instrument matures or is settled. Any derivative instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in net income. The Company has not entered into, and does not plan to enter into, derivative financial instruments for trading or speculative purposes. Additionally, the Company has a policy of entering into derivative contracts only with major financial institutions.

As of October 31, 2020, the Company believes it has no significant risk associated with non-performance of the financial institutions that are the counterparty to its derivative contracts. At October 31, 2020, the Company had approximately $126.7 million in secured mortgage financings subject to interest rate swaps. Such interest rate swaps converted the LIBOR-based variable rates on the mortgage financings to a fixed annual rate of 3.93% per annum.  As of October 31, 2020 and 2019, the Company had a deferred liability of  $13.3 million and $6.8 million, respectively, (included in accounts payable and accrued expenses on the consolidated balance sheets) relating to the fair value of the Company’s interest rate swaps applicable to secured mortgages.

Charges and/or credits relating to the changes in fair values of such interest rate swap are made to other comprehensive (loss) as the swap is deemed effective and is classified as a cash flow hedge.

Comprehensive Income

Comprehensive income is comprised of net income applicable to Common and Class A Common stockholders and other comprehensive income (loss). Other comprehensive income (loss) includes items that are otherwise recorded directly in stockholders’ equity, such as unrealized gains and losses on interest rate swaps designated as cash flow hedges, including the Company's share from entities accounted for under the equity method of accounting. At October 31, 2020, accumulated other comprehensive loss consisted of net unrealized losses on interest rate swap agreements of $15.7 million, inclusive of the Company's share of accumulated comprehensive income/(loss) from joint ventures accounted for by the equity method of accounting.  At October 31, 2019, accumulated other comprehensive loss consisted of net unrealized losses on interest rate swap agreements of $8.5 million inclusive of the Company's share of accumulated comprehensive income/(loss) from joint ventures accounted for by the equity method of accounting. Unrealized gains and losses included in other comprehensive income/(loss) will be reclassified into earnings when gains and losses are realized.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, and tenant receivables. The Company places its cash and cash equivalents in excess of insured amounts with high quality financial institutions. The Company performs ongoing credit evaluations of its tenants and may require certain tenants to provide security deposits or letters of credit. Though these security deposits and letters of credit are insufficient to meet the terminal value of a tenant's lease obligation, they are a measure of good faith and a source of funds to offset the economic costs associated with lost rent and the costs associated with re-tenanting the space. There is no dependence upon any single tenant.

Earnings Per Share

The Company calculates basic and diluted earnings per share in accordance with the provisions of ASC Topic 260, "Earnings Per Share." Basic earnings per share ("EPS") excludes the impact of dilutive shares and is computed by dividing net income applicable to Common and Class A Common stockholders by the weighted average number of Common shares and Class A Common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue Common shares or Class A Common shares were exercised or converted into Common shares or Class A Common shares and then shared in the earnings of the Company. Since the cash dividends declared on the Company's Class A Common stock are higher than the dividends declared on the Common Stock, basic and diluted EPS have been calculated using the "two-class" method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock according to the weighted average of the dividends declared, outstanding shares per class and participation rights in undistributed earnings.

The following table sets forth the reconciliation between basic and diluted EPS (in thousands):

	Year Ended October 31,
	2020			2019			2018
Numerator
Net income applicable to common stockholders – basic	$	1,849		$	4,659		$	5,173
Effect of dilutive securities:
Restricted stock awards		34			193			259
Net income applicable to common stockholders – diluted	$	1,883		$	4,852		$	5,432
Denominator
Denominator for basic EPS-weighted average common shares		9,144			8,813			8,517
Effect of dilutive securities:
Restricted stock awards		241			536			597
Denominator for diluted EPS – weighted average common equivalent shares		9,385			9,349			9,114
Numerator
Net income applicable to Class A common stockholders – basic	$	6,684		$	17,469		$	20,044
Effect of dilutive securities:
Restricted stock awards		(34	)		(193	)		(259	)
Net income applicable to Class A common stockholders – diluted	$	6,650		$	17,276		$	19,785
Denominator
Denominator for basic EPS – weighted average Class A common shares		29,506			29,438			29,335
Effect of dilutive securities:
Restricted stock awards		70			216			178
Denominator for diluted EPS – weighted average Class A common equivalent shares		29,576			29,654			29,513

Stock-Based Compensation

The Company accounts for its stock-based compensation plans under the provisions of ASC Topic 718, “Stock Compensation,” which requires that compensation expense be recognized, based on the fair value of the stock awards less estimated forfeitures. The fair value of stock awards is equal to the fair value of the Company’s stock on the grant date.  The Company recognizes compensation expense for its stock awards by amortizing the fair value of stock awards over the requisite service periods of such awards.  In certain cases as defined in the participant agreements, the vesting of stock awards can be accelerated, which will result in the Company charging to compensation expense the remaining unamortized restricted stock compensation related to those stock awards.

Segment Reporting

The Company's primary business is the ownership, management, and redevelopment of retail properties. The Company reviews operating and financial information for each property on an individual basis and therefore, each property represents an individual operating segment. The Company evaluates financial performance using property operating income, which consists of base rental income and tenant reimbursement income, less rental expenses and real estate taxes. Only one of the Company’s properties, located in Stamford, CT (“Ridgeway”), is considered significant as its revenue is in excess of 10% of the Company’s consolidated total revenues and accordingly is a reportable segment. The Company has aggregated the remainder of our properties as they share similar long-term economic characteristics and have other similarities including the fact that they are operated using consistent business strategies, are typically located in the same major metropolitan area, and have similar tenant mixes.

Ridgeway is located in Stamford, Connecticut and was developed in the 1950’s and redeveloped in the mid 1990’s. The property contains approximately 374,000 square feet of GLA.  It is the dominant grocery-anchored center and the largest non-mall shopping center located in the City of Stamford, Fairfield County, Connecticut.

Segment information about Ridgeway as required by ASC Topic 280 is included below:

	Year Ended October 31,
	2020			2019			2018
Ridgeway Revenues		11.2	%		10.9	%		10.4	%
All Other Property Revenues		88.8	%		89.1	%		89.6	%
Consolidated Revenue		100.0	%		100.0	%		100.0	%

	Year Ended October 31,
	2020			2019
Ridgeway Assets		6.4	%		6.0	%
All Other Property Assets		93.6	%		94.0	%
Consolidated Assets (Note 1)		100.0	%		100.0	%

Note 1 - Ridgeway did not have any significant expenditures for additions to long-lived assets in any of the fiscal years ended October 31, 2020, 2019 and 2018.

	Year Ended October 31,
	2020			2019			2018
Ridgeway Percent Leased		92	%		97	%		96	%

	Year Ended October 31,
Ridgeway Significant Tenants (by base rent):	2020			2019			2018
The Stop & Shop Supermarket Company		20	%		20	%		20	%
Bed, Bath & Beyond		14	%		14	%		14	%
Marshall’s Inc., a division of the TJX Companies		10	%		10	%		10	%
All Other Tenants at Ridgeway (Note 2)		56	%		56	%		56	%
Total		100	%		100	%		100	%

Note 2 - No other tenant accounts for more than 10% of Ridgeway’s annual base rents in any of the three years presented.  Percentages are calculated as a ratio of the tenants' base rent divided by total base rent of Ridgeway.

	Year Ended October 31, 2020
Income Statement (In Thousands):	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,180	$	112,565	$	126,745
Operating Expenses	$	4,424	$	38,582	$	43,006
Interest Expense	$	1,673	$	11,835	$	13,508
Depreciation and Amortization	$	2,494	$	26,693	$	29,187
Income from Continuing Operations	$	5,589	$	20,481	$	26,070

	Year Ended October 31, 2019
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,859	$	122,023	$	136,882
Operating Expenses	$	4,376	$	41,138	$	45,514
Interest Expense	$	1,704	$	12,398	$	14,102
Depreciation and Amortization	$	2,350	$	25,580	$	27,930
Income from Continuing Operations	$	6,428	$	35,185	$	41,613

	Year Ended October 31, 2018
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,015	$	120,707	$	134,722
Operating Expenses	$	4,094	$	39,308	$	43,402
Interest Expense	$	1,869	$	11,809	$	13,678
Depreciation and Amortization	$	2,616	$	25,711	$	28,327
Income from Continuing Operations	$	5,436	$	36,747	$	42,183

Reclassification

Certain fiscal 2018 and 2019 amounts have been reclassified to conform to current period presentation.

New Accounting Standards

In February 2016, the FASB issued ASU 2016-02, "Leases," ASU 2018-10, "Codification improvements to Topic 842, leases," ASU 2018-11, "Leases," and ASU 2018-20, "Leases, Narrow Scope Improvements for Lessors," together ASC Topic 842 - Leases.  ASC Topic 842 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The lessor model stays substantially the same; however, there were modifications to conform lessor accounting with the lessee model, eliminate real estate specific guidance, further define certain lease and non-lease components, and change the definition of initial direct costs of leases requiring significantly more leasing related costs to be expensed upfront. The Company adopted ASC Topic 842 on November 1, 2019, the first day of its fiscal year 2020.  The Company has elected to apply the transition provisions of ASC Topic 842 at the beginning of the period of adoption, and therefore, the Company has not retrospectively adjusted prior periods presented. The Company elected to apply certain adoption related practical expedients for all leases that commenced prior to the effective date. These practical expedients include not reassessing whether any expired or existing contracts are or contain leases; not reassessing the lease classification for any expired or existing leases; and not reassessing initial direct costs for any existing leases. The adoption of this standard did not have a material effect on our financial statements or disclosures therein.  See Lease Income, Revenue Recognition and Tenant Receivables earlier in Note 1 for a more detailed explanation of the adoption.

In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848).” ASU No. 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the three months ended April 30, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

The Company has evaluated all other new ASU's issued by FASB, and has concluded that these updates do not have a material effect on the Company's consolidated financial statements as of October 31, 2020.

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REAL ESTATE INVESTMENTS

12 Months Ended

Oct. 31, 2020

REAL ESTATE INVESTMENTS [Abstract]

REAL ESTATE INVESTMENTS

(2) REAL ESTATE INVESTMENTS

The Company's investments in real estate, net of depreciation, were composed of the following at October 31, 2020 and 2019 (in thousands):

	Consolidated Investment Properties		Unconsolidated Joint Ventures		2020 Totals		2019 Totals
Retail	$	880,838	$	28,679	$	909,517	$	920,261
Office		7,019		-		7,019		9,729
Total	$	887,857	$	28,679	$	916,536	$	929,990

The Company's investments at October 31, 2020 consisted of equity interests in 81 properties.  The 81 properties are located in various regions throughout the northeastern part of the United States with a concentration in the metropolitan New York tri-state area outside of the City of New York.  The Company's primary investment focus is neighborhood and community shopping centers located in the region just described. Since a significant concentration of the Company's properties are in the northeast, market changes in this region could have an effect on the Company's leasing efforts and ultimately its overall results of operations.

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INVESTMENT PROPERTIES

12 Months Ended

Oct. 31, 2020

INVESTMENT PROPERTIES [Abstract]

INVESTMENT PROPERTIES

(3) INVESTMENT PROPERTIES

The components of the properties consolidated in the financial statements are as follows (in thousands):

	October 31,
	2020			2019
Land	$	236,654		$	238,766
Buildings and improvements		912,528			903,004
		1,149,182			1,141,770
Accumulated depreciation		(261,325	)		(241,154	)
	$	887,857		$	900,616

Space at the Company's properties is generally leased to various individual tenants under short and intermediate-term leases which are accounted for as operating leases.

Certain of the Company's leases provide for the payment of additional rent based on a percentage of the tenant's revenues. Such additional percentage rents are included in operating lease income and were less than 1.00% of consolidated revenues in each of the three years ended October 31, 2020.

Significant Investment Property Acquisition Transactions

In December 2018, the Company purchased Lakeview Plaza Shopping Center ("Lakeview") for $12.0 million (exclusive of closing costs).  Lakeview is a 177,000 square foot grocery-anchored shopping center located in Putnam County, NY. In addition, the Company invested an additional $5.8 million for capital improvements, predominantly related to re-building a retaining wall at the back of the property, which has been added to the cost of the property.  The Company funded the purchase and capital improvements made subsequent to the purchase with available cash and borrowings on its unsecured revolving credit facility (the "Facility").

The Company accounted for the purchase of Lakeview as an asset acquisition and allocated the total consideration transferred for the acquisition, including transaction costs, to the individual assets and liabilities acquired on a relative fair value basis.

The financial information set forth below summarizes the Company’s purchase price allocation for the properties acquired during the fiscal year ended October 31, 2019 (in thousands).

	Lakeview
Assets:
Land	$	2,025
Building and improvements	$	10,620
In-place leases	$	772
Above market leases	$	459
Liabilities:
In-place leases	$	-
Below market leases	$	1,123

The value of above and below market leases are amortized as a reduction/increase to base rental revenue over the term of the respective leases.  The value of in-place leases described above are amortized as an expense over the terms of the respective leases.

For the fiscal year ended October 31, 2020,  2019 and 2018, the net amortization of above-market and below-market leases was approximately $706,000, $614,000 and $1,209,000, respectively, which is included in base rents in the accompanying consolidated statements of income.

In Fiscal 2020, the Company incurred costs of approximately $22.3 million related to capital improvements and leasing costs to its properties. Included in the aforementioned amount were $11.3 million in capital improvement costs related to the construction of the Company's ongoing development in Stratford, Connecticut.

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MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS

12 Months Ended

Oct. 31, 2020

MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS

MORTGAGE NOTES PAYABLE AND BANK LINES OF CREDIT AND OTHER LOANS

(4) MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS

At October 31, 2020, the Company has mortgage notes payable and other loans that are due in installments over various periods to fiscal 2031.  The mortgage loans bear interest at rates ranging from 3.5% to 4.9% and are collateralized by real estate investments having a net carrying value of approximately $540.1 million.

Combined aggregate principal maturities of mortgage notes payable during the next five years and thereafter are as follows (in thousands):

	Principal Repayments		Scheduled Amortization		Total
2021	$	-	$	7,252	$	7,252
2022		49,486		6,500		55,986
2023		-		6,233		6,233
2024		18,710		6,289		24,999
2025		82,243		4,052		86,295
Thereafter		105,224		10,282		115,506
	$	255,663	$	40,608	$	296,271

The Company has a $100 million unsecured revolving credit facility with a syndicate of three banks led by The Bank of New York Mellon, as administrative agent. The syndicate also includes Wells Fargo Bank N.A. and Bank of Montreal (co-syndication agents).  The Facility gives the Company the option, under certain conditions, to increase the Facility’s borrowing capacity up to $150 million (subject to lender approval). The maturity date of the Facility is August 23, 2021.  Borrowings under the Facility can be used for general corporate purposes and the issuance of letters of credit (up to $10 million). Borrowings will bear interest at the Company’s option of Eurodollar rate plus 1.35% to 1.95% or The Bank of New York Mellon's prime lending rate plus 0.35% to 0.95% based on consolidated indebtedness, as defined. The Company pays a quarterly fee on the unused commitment amount of 0.15% to 0.25% per annum based on outstanding borrowings during the year. The Facility contains certain representations, financial and other covenants typical for this type of facility. The Company's ability to borrow under the Facility is subject to its compliance with the covenants and other restrictions on an ongoing basis. The principal financial covenants limit the Company's level of secured and unsecured indebtedness and additionally require the Company to maintain certain debt coverage ratios. The Company was in compliance with such covenants at October 31, 2020.

As of October 31, 2020, $64 million was available to be drawn on the Facility.

During the fiscal years ended October 31, 2020 and 2019, the Company borrowed $35.0 million and $25.5 million, respectively, on its Facility to fund capital improvements to our properties, property acquisitions and for general corporate purposes.  During the fiscal years ended 2019, the Company re-paid $54.1 million on its Facility with available cash, cash proceeds from mortgage refinancings, proceeds from the sale of marketable securities, investment property sales and proceeds from the issuance of preferred stock.  There were no repayments in the fiscal year ended October 31, 2020.

In March 2019, the Company refinanced its existing $14.9 million first mortgage secured by its Darien, CT property.  The new mortgage has a principal balance of $25.0 million and has a term of 10 years and requires payments of principal and interest at the rate of LIBOR plus 1.65%.  The Company also entered into an interest rate swap contract with the new lender, which converts the variable interest rate (based on LIBOR) to a fixed rate of 4.815% per annum.

In March 2019, the Company refinanced its existing $9.1 million first mortgage secured by our Newark, NJ property.  The new mortgage has a principal balance of $10.0 million, has a term of 10 years, and requires payments of principal and interest at a fixed rate of 4.63%.

In June 2019, the Company placed a first mortgage on its Brewster, NY property.  The new mortgage has a principal balance of $12.0 million, has a term of 10 years and requires payments of principal and interest at the rate of LIBOR plus 1.75%.  Concurrent with entering into the mortgage, the Company also entered into an interest rate swap contract with the new lender, which converts the variable interest rate (based on LIBOR) to a fixed rate of 3.6325% per annum.

Interest paid in the years ended October 31, 2020, 2019, and 2018 was approximately $13.3 million, $13.7 million and $13.4 million, respectively.

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CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS

12 Months Ended

Oct. 31, 2020

CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS [Abstract]

CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS

(5) CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS

The Company has an investment in five joint ventures, UB Orangeburg, LLC ("Orangeburg"), McLean Plaza Associates, LLC ("McLean"), UB Dumont I, LLC ("Dumont") and UB New City, LLC, each of which owns a commercial retail property, and UB High Ridge, LLC ("UB High Ridge"), which owns three commercial real estate properties.  The Company has evaluated its investment in these five joint ventures and has concluded that these joint ventures are fully controlled by the Company and that the presumption of control is not offset by any rights of any of the limited partners or non-controlling members in these ventures and that the joint ventures should be consolidated into the consolidated financial statements of the Company in accordance with ASC Topic 810, "Consolidation."  The Company’s investment in these consolidated joint ventures is more fully described below:

UB Ironbound, L.P. ("Ironbound")

In August 2019, the Company redeemed the remaining noncontrolling interest in Ironbound for $3.0 million.  After the redemption the Company's ownership of Ironbound increased from 84% to 100%. Ironbound owns the Ferry Plaza grocery-anchored shopping center, located in Newark, NJ.

Orangeburg

The Company, through a wholly-owned subsidiary, is the managing member and owns a 44.6% interest in Orangeburg, which owns a drug store-anchored shopping center. The other member (non-managing) of Orangeburg is the prior owner of the contributed property who, in exchange for contributing the net assets of the property, received units of Orangeburg equal to the value of the contributed property less the value of the assigned first mortgage payable. The Orangeburg operating agreement provides for the non-managing member to receive an annual cash distribution equal to the regular quarterly cash distribution declared by the Company for one share of the Company’s Class A Common stock, which amount is attributable to each unit of Orangeburg ownership. The annual cash distribution is paid from available cash, as defined, of Orangeburg. The balance of available cash, if any, is fully distributable to the Company. Upon liquidation, proceeds from the sale of Orangeburg assets are to be distributed in accordance with the operating agreement. The non-managing member is not obligated to make any additional capital contributions to the partnership. Orangeburg has a defined termination date of December 31, 2097.  Since purchasing this property, the Company has made additional investments in the amount of $6.8 million in Orangeburg and as a result as of October 31, 2020 its ownership percentage has increased to 44.6% from approximately 2.92% at inception.

McLean Plaza

The Company, through a wholly-owned subsidiary, is the managing member and owns a 53% interest in McLean Plaza Associates, LLC, a limited liability company ("McLean"), which owns a grocery-anchored shopping center. The McLean operating agreement provides for the non-managing members to receive a fixed annual cash distribution equal to 5.05% of their invested capital.  The annual cash distribution is paid from available cash, as defined, of McLean.  The balance of available cash, if any, is fully distributable to the Company.  Upon liquidation, proceeds from the sale of McLean assets are to be distributed in accordance with the operating agreement.  The non-managing members are not obligated to make any additional capital contributions to the entity.

UB High Ridge

The Company is the managing member and owns a 16.3% interest in UB High Ridge, LLC.  The Company's initial investment was $5.5 million, and the Company has purchased additional interests totaling $3.2 million and contributed $1.5 million in additional equity to the venture through October 31, 2020.  UB High Ridge, either directly or through a wholly-owned subsidiary, owns three commercial real estate properties, High Ridge Shopping Center, a grocery-anchored shopping center ("High Ridge"), and two single tenant commercial retail properties, one leased to JP Morgan Chase ("Chase Property") and one leased to CVS ("CVS Property").  Two properties are located in Stamford, CT and one property is located in Greenwich, CT.  High Ridge is a shopping center anchored by a Trader Joe's grocery store.  The properties were contributed to the new entities by the former owners who received units of ownership of UB High Ridge equal to the value of properties contributed less liabilities assumed.  The UB High Ridge operating agreement provides for the non-managing members to receive an annual cash distribution, currently equal to 4.58% of their invested capital.

UB Dumont I, LLC

The Company is the managing member and owns a 36.4% interest in UB Dumont I, LLC.  The Company's initial investment was $3.9 million, and the Company has purchased additional interests totaling $630,000 through October 31, 2020.  Dumont owns a retail and residential real estate property, which retail portion is anchored by a Stop & Shop grocery store.  The property is located in Dumont, NJ.  The property was contributed to the new entity by the former owners who received units of ownership of Dumont equal to the value of contributed property less liabilities assumed.   The Dumont operating agreement provides for the non-managing members to receive an annual cash distribution, currently equal to 4.92% of their invested capital.

UB New City I, LLC

The Company is the managing member and owns an 84.3% equity interest in a joint venture, UB New City I, LLC.  The Company's initial investment was $2.4 million, and the Company has purchased additional interests totaling $289,300 through October 31, 2020.  New City owns a single tenant retail real estate property located in New City, NY, which is leased to a savings bank.  In addition, New City rents certain parking spaces on the property to the owner of an adjacent grocery-anchored shopping center.  The property was contributed to the new entity by the former owners who received units of ownership of New City equal to the value of contributed property.   The New City operating agreement provides for the non-managing member to receive an annual cash distribution, currently equal to 5.00% of his invested capital.

Noncontrolling interests:

The Company accounts for noncontrolling interests in accordance with ASC Topic 810, “Consolidation.” Because the limited partners or noncontrolling members in Orangeburg, McLean, UB High Ridge, Dumont and New City have the right to require the Company to redeem all or a part of their limited partnership or limited liability company units for cash, or at the option of the Company shares of its Class A Common stock, at prices as defined in the governing agreements, the Company reports the noncontrolling interests in the consolidated joint ventures in the mezzanine section, outside of permanent equity, of the consolidated balance sheets at redemption value which approximates fair value. The value of the Orangeburg, McLean and a portion of the UB High Ridge and Dumont redemptions are based solely on the price of the Company’s Class A Common stock on the date of redemption.   For the years ended October 31, 2020 and 2019, the Company increased/(decreased) the carrying value of the non-controlling interests by $(15.0) million and $4.5 million, respectively, with the corresponding adjustment recorded in stockholders' equity.

The following table sets forth the details of the Company's redeemable non-controlling interests (amounts in thousands):

	October 31,
	2020			2019
Beginning Balance	$	77,876		$	78,258
Partial redemption of UB High Ridge Noncontrolling Interest		(560	)		(1,413	)
Partial redemption of Dumont Noncontrolling Interest		-			(630	)
Partial redemption of New City Noncontrolling Interest		(198	)		(91	)
Redemption of Ironbound Noncontrolling Interest		-			(2,700	)
Change in Redemption Value		(15,047	)		4,452
Ending Balance	$	62,071		$	77,876

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INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES

12 Months Ended

Oct. 31, 2020

INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES [Abstract]

INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES

(6) INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES

At October 31, 2020 and 2019, investments in and advances to unconsolidated joint ventures consisted of the following (with the Company's ownership percentage in parentheses) (amounts in thousands):

	October 31,
	2020		2019
Chestnut Ridge Shopping Center (50.0%)	$	12,252	$	12,048
Gateway Plaza (50%)		6,929		6,847
Putnam Plaza Shopping Center (66.67%)		2,599		3,446
Midway Shopping Center, L.P. (11.792%)		4,233		4,384
Applebee's at Riverhead (50%)		1,943		1,926
81 Pondfield Road Company (20%)		723		723
Total	$	28,679	$	29,374

Chestnut Ridge

The Company, through a wholly owned subsidiary, owns a 50% undivided tenancy-in-common equity interest in the 76,000 square foot Chestnut Ridge Shopping Center located in Montvale, New Jersey (“Chestnut”), which is anchored by a Fresh Market grocery store.

Plaza 59 Shopping Center

In fiscal 2019, the Company's wholly owned subsidiary that owned a 50% undivided tenancy-in-common interest in Plaza 59 and the other 50% tenancy-in-common owner of Plaza 59 sold the property to an unrelated third party for a sale price of $10.0 million.  In accordance with ASC Topic 610-20, the property was de-recognized and the Company's 50% share of the loss on sale amounted to $462,000, which is included as a reduction of equity in net income from unconsolidated joint ventures on the Company's consolidated statement of income for the year ended October 31, 2019.

Gateway Plaza and Applebee's at Riverhead

The Company, through two wholly owned subsidiaries, owns a 50% undivided tenancy-in-common equity interest in the Gateway Plaza Shopping Center ("Gateway") and Applebee's at Riverhead ("Applebee's").  Both properties are located in Riverhead, New York (together the “Riverhead Properties”).  Gateway, a 198,500 square foot shopping center anchored by a 168,000 square foot Walmart which also has 27,000 square feet of in-line space that is leased and a 3,500 square foot outparcel that is leased.  Applebee's has a 5,400 square foot free standing Applebee’s restaurant with a 7,200 square foot pad site that is leased.

Gateway is subject to an $11.6 million non-recourse first mortgage. The mortgage matures on March 1, 2024 and requires payments of principal and interest at a fixed rate of interest of 4.2% per annum.

Putnam Plaza Shopping Center

The Company, through a wholly owned subsidiary, owns a 66.67% undivided tenancy-in-common equity interest in the 189,000 square foot Putnam Plaza Shopping Center (“Putnam Plaza”), which is anchored by a Tops grocery store.

Putnam Plaza has a first mortgage payable in the amount of $18.3 million. The mortgage requires monthly payments of principal and interest at a fixed rate of 4.81% and will mature in 2028.

Midway Shopping Center, L.P.

The Company, through a wholly owned subsidiary, owns an 11.792% equity interest in Midway Shopping Center L.P. (“Midway”), which owns a 247,000 square foot grocery-anchored shopping center in Westchester County, New York. Although the Company only has an 11.792% equity interest in Midway, it controls 25% of the voting power of Midway, and as such, has determined that it exercises significant influence over the financial and operating decisions of Midway but does not control the venture and accounts for its investment in Midway under the equity method of accounting.

The Company has allocated the $7.4 million excess of the carrying amount of its investment in and advances to Midway over the Company's share of Midway's net book value to real property and is amortizing the difference over the property's estimated useful life of 39 years.

Midway currently has a non-recourse first mortgage payable in the amount of $25.7 million. The loan requires payments of principal and interest at the rate of 4.80% per annum and will mature in 2027.

81 Pondfield Road Company

The Company's other investment in an unconsolidated joint venture is a 20% economic interest in a partnership which owns a retail and office building in Westchester County, New York.

The Company accounts for the above investments under the equity method of accounting since it exercises significant influence, but does not control the joint ventures.  The other venturers in the joint ventures have substantial participation rights in the financial decisions and operation of the ventures or properties, which preclude the Company from consolidating the investments. The Company has evaluated its investment in the joint ventures and has concluded that the joint ventures are not VIE's. Under the equity method of accounting the initial investment is recorded at cost as an investment in unconsolidated joint venture, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions from the venture. Any difference between the carrying amount of the investment on the Company’s balance sheet and the underlying equity in net assets of the venture is evaluated for impairment at each reporting period.

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LEASES

12 Months Ended

Oct. 31, 2020

LEASES [Abstract]

LEASES

(7) LEASES

Lessor Accounting

The Company's Lease income is comprised of both fixed and variable income, as follows:

Fixed lease income includes stated amounts per the lease contract, which are primarily related to base rent. Income for these amounts is recognized on a straight-line basis for all leases for which collectability is considered probable at the commencement date of the lease. For operating leases in which collectability of the lease income is not considered probable, lease income is recognized on a cash basis and all previously recognized uncollectable lease income, including straight-line lease income is reversed in the period in which the lease income is determined not to be probable of collection.

Variable lease income includes recoveries from tenants, which represents amounts that tenants are contractually obligated to reimburse the Company for the tenants’ portion of Recoverable Costs.  Generally, the Company’s leases provide for the tenants to reimburse the Company for Recoverable Costs based on the tenants’ share of the actual costs incurred in proportion to the tenants’ share of leased space in the property.

The following table provides a disaggregation of lease income recognized during the years ended October 31, 2020, 2019 and 2018, under ASC Topic 842, "Leases," as either fixed or variable lease income based on the criteria specified in ASC Topic 842 (in thousands):

	October 31,
	2020			2019			2018
Operating lease income:
Fixed lease income (Base Rent)	$	98,678		$	99,845		$	95,734
Variable lease income (Recoverable Costs)		28,889			32,784			31,144
Other lease related income, net:
Above/below market rent amortization		706			614			1,209
Uncollectable amounts in lease income		(3,916	)		(956	)		(857	)
ASC Topic 842 cash basis lease income reversal		(3,416	)		-			-
Total lease income	$	120,941		$	132,287		$	127,230

Future minimum rents under non-cancelable operating leases for the next five years and thereafter, excluding variable lease payments, are as follows (in thousands):

Fiscal Year Ending
2021(a)	$	99,312
2022		83,631
2023		67,486
2024		57,996
2025		45,831
Thereafter		215,138
Total	$	569,394

(a) The amounts above are based on existing leases in place at October 31, 2020.

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STOCKHOLDERS' EQUITY

12 Months Ended

Oct. 31, 2020

STOCKHOLDERS' EQUITY [Abstract]

STOCKHOLDERS' EQUITY

(8) STOCKHOLDERS' EQUITY

Authorized Stock

The Company's Charter authorizes up to 200,000,000 shares of various classes of stock.  The total number of shares of authorized stock consists of 100,000,000 shares of Class A Common Stock, 30,000,000 shares of Common Stock, 50,000,000 shares of Preferred Stock, and 20,000,000 shares of Excess Stock.

Preferred Stock

The 6.25% Series H Senior Cumulative Preferred Stock (the "Series H Preferred Stock") is nonvoting, has no stated maturity and is redeemable for cash at $25 per share at the Company's option on or after September 18, 2022. The holders of our Series H Preferred Stock have general preference rights with respect to liquidation and quarterly distributions. Except under certain conditions, holders of the Series H Preferred Stock will not be entitled to vote on most matters.  In the event of a cumulative arrearage equal to six quarterly dividends, holders of Series H Preferred Stock, together with all of the Company's other Series of preferred stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Series H Preferred Stock will have the right to convert all or part of the shares of Series H Preferred Stock held by such holder on the applicable conversion date into a number of the Company's shares of Class A common stock. Underwriting commissions and costs incurred in connection with the sale of the Series H Preferred Stock are reflected as a reduction of additional paid in capital.

The 5.875% Series K Senior Cumulative Preferred Stock ("Series K Preferred Stock") is non-voting, has no stated maturity and is redeemable for cash at $25 per share at the Company's option on or after October 1, 2024. The holders of our Series K Preferred Stock have general preference rights with respect to liquidation and quarterly distributions. Except under certain conditions, holders of the Series K Preferred Stock will not be entitled to vote on most matters. In the event of a cumulative arrearage equal to six quarterly dividends, holders of Series K Preferred Stock, together with all of the Company's other series of preferred stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Series K Preferred Stock will have the right to convert all or part of the shares of Series K Preferred Stock held by such holders on the applicable conversion date into a number of the Company's shares of Class A common stock. Underwriting commissions and costs incurred in connection with the sale of the Series K Preferred Stock are reflected as a reduction of additional paid in capital.

On October 1, 2019, we issued a notice of our intent to redeem, on November 1, 2019, all of the outstanding shares of our $25 per share Series G Cumulative Preferred Stock for $25 per share, which includes all unpaid dividends. As a result of our redemption notice we reduced net income applicable to Common and Class A Common stockholders by $2.4 million on our consolidated statement of income for the fiscal year ended October 31, 2019, which represents the difference between redemption value of the stock and carrying value, net of original deferred stock issuance costs. As of October 31, 2019, the Series G Preferred Stock was reclassified out of Stockholders' Equity to preferred stock called for redemption in the liability section of the Company's consolidated balance sheet.  The Series G Cumulative Preferred Stock was redeemed on November 1, 2019.

Common Stock

The Class A Common Stock entitles the holder to 1/20 of one vote per share. The Common Stock entitles the holder to one vote per share. Each share of Common Stock and Class A Common Stock have identical rights with respect to dividends except that each share of Class A Common Stock will receive not less than 110% of the regular quarterly dividends paid on each share of Common Stock.

The following tables set forth the dividends declared per Common share and Class A Common share and tax status for Federal income tax purposes of the dividends paid during the fiscal years ended October 31, 2020 and 2019:

	Common Shares													Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share			Ordinary Income			Capital Gain				Non-Taxable Portion			Gross Dividend Paid Per Share			Ordinary Income			Capital Gain				Non-Taxable Portion
January 17, 2020		$	0.2500		$	0.174386		$	(0.003376	)		$	0.07899		$	0.28		$	0.1953		$	(0.0038	)		$	0.0885
April 17, 2020		$	0.2500		$	0.174386		$	(0.003376	)		$	0.07899		$	0.28		$	0.1953		$	(0.0038	)		$	0.0885
July 17, 2020		$	0.0625		$	0.043597		$	(0.000844	)		$	0.019747		$	0.07		$	0.0488		$	(0.0009	)		$	0.0221
October 16, 2020		$	0.1250		$	0.087193		$	(0.001688	)		$	0.039495		$	0.14		$	0.0977		$	(0.0019	)		$	0.0442
		$	0.6875		$	0.479562		$	(0.009284	)		$	0.217222		$	0.77		$	0.5371		$	(0.0104	)		$	0.2433

	Common Shares												Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share			Ordinary Income			Capital Gain			Non-Taxable Portion			Gross Dividend Paid Per Share			Ordinary Income			Capital Gain			Non-Taxable Portion
January 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
April 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
July 19, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
October 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
		$	0.98		$	0.69342		$	0.024624		$	0.261956		$	1.10		$	0.7784		$	0.0276		$	0.294

The Company has a Dividend Reinvestment and Share Purchase Plan (as amended, the "DRIP"), that permits stockholders to acquire additional shares of Common Stock and Class A Common Stock by automatically reinvesting dividends.  During fiscal 2020, the Company issued 4,451 shares of Common Stock and 6,837 shares of Class A Common Stock (4,545 shares of Common Stock and 5,417 shares of Class A Common Stock in fiscal 2019) through the DRIP.  As of October 31, 2020, there remained 329,410 shares of Common Stock and 380,896 shares of Class A Common Stock available for issuance under the DRIP.

The Company has adopted a stockholder rights plan, pursuant to which each holder of Common Stock received a Common Stock right and each holder of Class A Common Stock received a Class A Common Stock right.  The rights are not exercisable until the Distribution Date and will expire on November 11, 2028, unless earlier redeemed by the Company.   If the rights become exercisable, each holder of a Common Stock right will be entitled to purchase from the Company one one hundredth of a share of Series I Participating Preferred Stock, and each holder of a Class A Common Stock right will be entitled to purchase from the Company one one hundredth of a share of Series J Participating Preferred Stock, in each case, at a price of $85, subject to adjustment.  The “Distribution Date” will be the earlier to occur of the close of business on the tenth business day following:  (a) a public announcement that an acquiring person has acquired beneficial ownership of 10% or more of the total combined voting power of the outstanding Common Stock and Class A Common Stock, or (b) the commencement of a tender offer or exchange offer that would result in the beneficial ownership of 30% or more of the combined voting power of the outstanding Common Stock and Class A Common Stock, number of outstanding Common Stock, or the number of outstanding Class A Common Stock. Thereafter, if certain events occur, holders of Common Stock and Class A Common Stock, other than the acquiring person, will be entitled to purchase shares of Common Stock and Class A Common Stock, respectively, of the Company having a value equal to 2 times the exercise price of the right.

The Company's articles of incorporation provide that if any person acquires more than 7.5% of the aggregate value of all outstanding stock, except, among other reasons, as approved by the Board of Directors, such shares in excess of this limit automatically will be exchanged for an equal number of shares of Excess Stock. Excess Stock has limited rights, may not be voted and is not entitled to any dividends.

Stock Repurchase

The Board of Directors of the Company has approved a share repurchase program (“Current Repurchase Program”) for the repurchase of up to 2,000,000 shares, in the aggregate, of Common stock and Class A Common stock in open market transactions.

For the year ended year ended October 31, 2020 and 2019, the Company did not repurchase any shares under the Current Repurchase Program.  The Company has repurchased 195,413 shares of Class A Common Stock under the Current Repurchase Program.  From the inception of all repurchase programs, the Company has repurchased 4,600 shares of Common Stock and 919,991 shares of Class A Common Stock.

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STOCK COMPENSATION AND OTHER BENEFIT PLANS

12 Months Ended

Oct. 31, 2020

STOCK COMPENSATION AND OTHER BENEFIT PLANS [Abstract]

STOCK COMPENSATION AND OTHER BENEFIT PLANS

(9) STOCK COMPENSATION AND OTHER BENEFIT PLANS

Restricted Stock Plan

The Company has a Restricted Stock Plan, as amended (the "Plan") that provides a form of equity compensation for employees of the Company.  In March 2019, the stockholders of the Company approved an increase in the number of shares available for grant under the Plan by 1,000,000 shares. The Plan, which is administered by the Company's compensation committee, authorizes grants of up to an aggregate of 5,500,000 shares of the Company’s common equity consisting of 350,000 Common shares, 350,000 Class A Common shares and 4,800,000 shares, which at the discretion of the compensation committee, may be awarded in any combination of Class A Common shares or Common shares.

In fiscal 2020, the Company awarded 105,450 shares of Common Stock and 120,800 shares of Class A Common Stock to participants in the Plan. The grant date fair value of restricted stock grants awarded to participants in 2020 was approximately $5.0 million. As of October 31, 2020, there was $12.7 million of unamortized restricted stock compensation related to non-vested restricted stock grants awarded under the Plan. The remaining unamortized expense is expected to be recognized over a weighted average period of 4.8 years. For the years ended October 31, 2020, 2019 and 2018, amounts charged to compensation expense totaled $5,523,000, $4,336,000 and $4,394,000, respectively. The year ended October 31, 2020 amount charged to compensation expense includes $1.4 million related to the accelerated vesting of previously unamortized restricted stock compensation as the result of the death of our Chairman Emeritus, Charles J. Urstadt, in March 2020.

A summary of the status of the Company's non-vested restricted stock awards as of October 31, 2020, and changes during the year ended October 31, 2020 is presented below:

	Common Shares					Class A Common Shares
	Shares			Weighted-Average Grant Date Fair Value		Shares			Weighted-Average Grant Date Fair Value
Non-vested at October 31, 2019		1,146,100		$	17.52		463,225		$	21.07
Granted		105,450		$	19.59		120,800		$	23.96
Vested		(327,000	)	$	17.71		(92,375	)	$	22.20
Forfeited		-		$	-		(700	)	$	23.23
Non-vested at October 31, 2020		924,550		$	17.69		490,950		$	21.56

Profit Sharing and Savings Plan

The Company has a profit sharing and savings plan (the "401K Plan"), which permits eligible employees to defer a portion of their compensation in accordance with the Internal Revenue Code. Under the 401K Plan, the Company made contributions on behalf of eligible employees. The Company made contributions to the 401K Plan of approximately $253,000, $224,000 and $220,000 in each of the three years ended October 31, 2020, 2019 and 2018, respectively. The Company also has an Excess Benefit and Deferred Compensation Plan that allows eligible employees to defer benefits in excess of amounts provided under the Company's 401K Plan and a portion of the employee's current compensation.

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FAIR VALUE MEASUREMENTS

12 Months Ended

Oct. 31, 2020

FAIR VALUE MEASUREMENTS [Abstract]

FAIR VALUE MEASUREMENTS

(10) FAIR VALUE MEASUREMENTS

ASC Topic 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants.

ASC Topic 820’s valuation techniques are based on observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair value hierarchy:

• Level 1- Quoted prices for identical instruments in active markets

• Level 2- Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant value drivers are observable

• Level 3- Valuations derived from valuation techniques in which significant value drivers are unobservable

The Company calculates the fair value of the redeemable noncontrolling interests based on either quoted market prices on national exchanges for those interests based on the Company's Class A Common stock (level 1), contractual redemption prices per share as stated in governing agreements (level 2) or unobservable inputs considering the assumptions that market participants would make in pricing the obligations (level 3). The level 3 inputs used include an estimate of the fair value of the cash flow generated by the limited partnership or limited liability company in which the investor owns the joint venture units capitalized at prevailing market rates for properties with similar characteristics or located in similar areas.

The fair values of interest rate swaps are determined using widely accepted valuation techniques, including discounted cash flow analysis, on the expected cash flows of each derivative. The analysis reflects the contractual terms of the swaps, including the period to maturity, and uses observable market-based inputs, including interest rate curves ("significant other observable inputs.") The fair value calculation also includes an amount for risk of non-performance using "significant unobservable inputs" such as estimates of current credit spreads to evaluate the likelihood of default. The Company has concluded, as of October 31, 2020 and 2019, that the fair value associated with the "significant unobservable inputs" relating to the Company's risk of non-performance was insignificant to the overall fair value of the interest rate swap agreements and, as a result, the Company has determined that the relevant inputs for purposes of calculating the fair value of the interest rate swap agreements, in their entirety, were based upon "significant other observable inputs".

The Company measures its redeemable noncontrolling interests and interest rate swap derivatives at fair value on a recurring basis.  The fair value of these financial assets and liabilities was determined using the following inputs at October 31, 2020 and 2019 (amounts in thousands):

	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
October 31, 2020
Liabilities:
Interest Rate Swap Agreements	$	13,300	$	-	$	13,300	$	-
Redeemable noncontrolling interests	$	62,071	$	9,921	$	51,604	$	546
October 31, 2019
Liabilities:
Interest Rate Swap Agreements	$	6,754	$	-	$	6,754	$	-
Redeemable noncontrolling interests	$	77,876	$	24,968	$	52,362	$	546

Fair market value measurements based upon Level 3 inputs changed (in thousands) from $2,768 at November 1, 2018 to $546 at October 31, 2019 as a result of a redemption of noncontrolling interest in Ironbound in August of fiscal 2019 in the amount of $2,700 and a $478 increase in the redemption value of the Company's noncontrolling interest in Ironbound in accordance with the application of ASC Topic 810.

Fair Value of Financial Instruments

The carrying values of cash and cash equivalents, tenant receivables, prepaid expenses, other assets, accounts payable and accrued expenses, are reasonable estimates of their fair values because of the short-term nature of these instruments. The carrying value of the Facility is deemed to be at fair value since the outstanding debt is directly tied to monthly LIBOR contracts. Mortgage notes payable that were assumed in property acquisitions were recorded at their fair value at the time they were assumed.

The estimated fair value of mortgage notes payable and other loans was approximately $316 million and $311 million at October 31, 2020 and October 31, 2019, respectively. The estimated fair value of mortgage notes payable is based on discounting the future cash flows at a year-end risk adjusted borrowing rates currently available to the Company for issuance of debt with similar terms and remaining maturities. These fair value measurements fall within level 2 of the fair value hierarchy.

Although management is not aware of any factors that would significantly affect the estimated fair value amounts from October 31, 2019, such amounts have not been comprehensively revalued for purposes of these financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein.

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COMMITMENTS AND CONTINGENCIES

12 Months Ended

Oct. 31, 2020

COMMITMENTS AND CONTINGENCIES [Abstract]

COMMITMENTS AND CONTINGENCIES

(11) COMMITMENTS AND CONTINGENCIES

In the normal course of business, from time to time, the Company is involved in legal actions relating to the ownership and operations of its properties.  In management’s opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company.  At October 31, 2020, the Company had commitments of approximately $7.6 million for tenant-related obligations.

During and subsequent to fiscal 2020, the world has continued to be impacted by the COVID-19 pandemic. It has created significant economic uncertainty and volatility. The extent to which the COVID-19 pandemic continues to impact the Company’s business, operations and financial results will depend on numerous evolving factors that the Company is not able to predict at this time, including the duration and scope of the pandemic, governmental, business and individual actions that have been and continue to be taken in response to the pandemic, the impact on economic activity from the pandemic and actions taken in response, the effect on the Company’s tenants and their businesses, the ability of tenants to make their rental payments and any additional closures of tenants’ businesses. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price.

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QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

12 Months Ended

Oct. 31, 2020

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) [Abstract]

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

(12) QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The unaudited quarterly results of operations for the years ended October 31, 2020 and 2019 are as follows (in thousands, except per share data):

	Year Ended October 31, 2020												Year Ended October 31, 2019
	Quarter Ended												Quarter Ended
	Jan 31			Apr 30			Jul 31			Oct 31			Jan 31			Apr 30			Jul 31			Oct 31
Revenues	$	34,348		$	31,280		$	28,799		$	32,318		$	34,267		$	34,105		$	34,392		$	34,117
Income from Continuing Operations	$	9,521		$	7,240		$	5,923		$	3,386		$	10,018		$	9,960		$	11,427		$	10,208
Net Income Attributable to Urstadt Biddle Properties Inc.	$	8,483		$	6,212		$	4,988		$	2,500		$	8,917		$	8,860		$	10,333		$	9,170
Preferred Stock Dividends		(3,412	)		(3,413	)		(3,412	)		(3,413	)		(3,063	)		(3,062	)		(3,063	)		(3,601	)
Redemption of Preferred Stock		-			-			-			-			-			-			-			(2,363	)
Net Income (Loss) Applicable to Common and Class A Common Stockholders	$	5,071		$	2,799		$	1,576		$	(913	)	$	5,854		$	5,798		$	7,270		$	3,206
Per Share Data:
Basic:
Class A Common Stock	$	0.14		$	0.07		$	0.04		$	(0.02	)	$	0.16		$	0.16		$	0.19		$	0.09
Common Stock	$	0.12		$	0.07		$	0.04		$	(0.02	)	$	0.14		$	0.14		$	0.17		$	0.08
Diluted:
Class A Common Stock	$	0.13		$	0.07		$	0.04		$	(0.02	)	$	0.16		$	0.15		$	0.19		$	0.08
Common Stock	$	0.12		$	0.07		$	0.04		$	(0.02	)	$	0.14		$	0.14		$	0.17		$	0.07

Amounts may not equal full year results due to rounding.

Certain prior period amounts are reclassified to correspond to current period presentation.

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SUBSEQUENT EVENTS

12 Months Ended

Oct. 31, 2020

SUBSEQUENT EVENTS [Abstract]

SUBSEQUENT EVENTS

(13) SUBSEQUENT EVENTS

On December 15, 2020, the Board of Directors of the Company declared cash dividends of $0.125 for each share of Common Stock and $0.14 for each share of Class A Common Stock.  The dividends are payable on January 15, 2021 to stockholders of record on January 5, 2021. The Board of Directors also ratified the actions of the Company’s compensation committee authorizing awards of 105,850 shares of Common Stock and 125,800 shares of Class A Common Stock to certain officers, directors and employees of the Company effective January 4, 2021, pursuant to the Company’s restricted stock plan.  The fair value of the shares awarded totaling $3.0 million will be charged to expense over the requisite service periods (see Note 1).

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SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

12 Months Ended

Oct. 31, 2020

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION [Abstract]

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

URSTADT BIDDLE PROPERTIES INC.

October 31, 2020

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

(In thousands)

COL. A		COL. B			COL. C					COL. D					COL. E					COL. F	COL G/H	COL. I
					Initial Cost to Company					Cost Capitalized Subsequent to Acquisition					Amount at which Carried at Close of Period
Description and Location		Encumbrances		Land			Building & Improvements		Land			Building & Improvements		Land		Building & Improvements		Totals		Accumulated Depreciation (b)	Date Constructed/Acquired	Life on which depreciation for building and improvements in latest income statement is computed (c)
Real Estate Subject to Operating Leases (a):
Office Buildings:
Greenwich, CT	$	-	$	708		$	1,641	$	-		$	258	$	708	$	1,899	$	2,607	$	898	2001	31.5
Greenwich, CT		-		488			1,139		-			622		488		1,761		2,249		826	2000	31.5
Greenwich, CT		-		570			2,359		-			1,219		570		3,578		4,148		1,607	1998	31.5
Greenwich, CT		-		199			795		(1)			582		198		1,377		1,575		715	1993	31.5
Greenwich, CT		-		111			444		1			331		112		775		887		402	1994	31.5
		-		2,076			6,378		-			3,012		2,076		9,390		11,466		4,448
Retail Properties:
Bronxville, NY		-		60			239		95			771		155		1,010		1,165		279	2009	39
Yonkers, NY		-		30			121		183			734		213		855		1,068		242	2009	39
Yonkers, NY		-		30			121		85			341		115		462		577		131	2009	39
New Milford, CT		-		2,114			8,456		71			609		2,185		9,065		11,250		2,918	2008	39
New Milford, CT		-		4,492			17,967		166			3,500		4,658		21,467		26,125		5,943	2010	39
Newark, NJ		10,327		5,252			21,023		-			1,531		5,252		22,554		27,806		7,559	2008	39
Waldwick, NJ		-		1,266			5,064		-			41		1,266		5,105		6,371		1,678	2007	39
Emerson NJ		256		3,633			14,531		-			1,808		3,633		16,339		19,972		5,771	2007	39
Pelham, NY		-		1,694			6,843		-			149		1,694		6,992		8,686		2,577	2006	39
Stratford, CT		23,540		10,173			40,794		3,914			22,966		14,087		63,760		77,847		22,613	2005	39
Yorktown Heights, NY		-		5,786			23,221		-			15,590		5,786		38,811		44,597		11,673	2005	39
Rye, NY		-		909			3,637		-			376		909		4,013		4,922		1,726	2004	39
Rye, NY		-		483			1,930		-			113		483		2,043		2,526		843	2004	39
Rye, NY		-		239			958		-			64		239		1,022		1,261		417	2004	39
Rye, NY		-		695			2,782		-			20		695		2,802		3,497		1,189	2004	39
Somers, NY		-		4,318			17,268		-			412		4,318		17,680		21,998		7,800	2003	39
Westport, CT		-		2,076			8,305		-			647		2,076		8,952		11,028		4,020	2003	39
Orange, CT		-		2,320			10,564		-			6,008		2,320		16,572		18,892		5,395	2003	39
Stamford, CT		46,456		17,964			71,859		-			6,650		17,964		78,509		96,473		38,849	2002	39
Danbury, CT		-		2,459			4,566		-			903		2,459		5,469		7,928		2,784	2002	39
Briarcliff, NY		-		2,222			5,185		1,234			8,881		3,456		14,066		17,522		4,215	2001	40
Somers, NY		-		1,833			7,383		-			3,661		1,833		11,044		12,877		5,433	1999	31.5
Briarcliff, NY		-		380			1,531		-			143		380		1,674		2,054		945	1999	40
Briarcliff, NY		14,232		2,300			9,708		2			2,623		2,302		12,331		14,633		6,386	1998	40
Ridgefield, CT		-		900			3,793		291			3,288		1,191		7,081		8,272		2,806	1998	40
Darien, CT		24,227		4,260			17,192		-			700		4,260		17,892		22,152		9,910	1998	40
Eastchester, NY		-		1,500			6,128		-			2,929		1,500		9,057		10,557		4,724	1997	31
Danbury, CT		-		3,850			15,811		-			5,206		3,850		21,017		24,867		14,067	1995	31.5
Carmel, NY		-		1,488			5,973		-			339		1,488		6,312		7,800		3,873	1995	31.5
Somers, NY		-		821			2,600		-			646		821		3,246		4,067		1,892	1992	31.5
Wayne, NJ		-		2,492			9,966		-			6,312		2,492		16,278		18,770		8,190	1992	31
Newington, NH		-		728			1,997		-			(809)		728		1,188		1,916		885	1979	40
Katonah, NY		-		1,704			6,816		-			56		1,704		6,872		8,576		1,863	2010	39
Fairfield, CT		-		3,393			13,574		153			1,234		3,546		14,808		18,354		3,516	2011	39
New Milford, CT		-		2,168			8,672		-			70		2,168		8,742		10,910		2,139	2011	39
Eastchester, NY		-		1,800			7,200		78			470		1,878		7,670		9,548		1,741	2012	39
Orangetown, NY		6,067		3,200			12,800		30			7,591		3,230		20,391		23,621		3,905	2012	39
Greenwich, CT		4,342		1,600			6,401		28			677		1,628		7,078		8,706		1,485	2013	39
Various		-		799			3,590		79			(59)		878		3,531		4,409		691	2013	39
Greenwich, CT		5,415		1,998			7,994		53			283		2,051		8,277		10,328		1,589	2013	39
New Providence, NJ		17,137		6,970			27,880		463			3,004		7,433		30,884		38,317		6,164	2013	39
Chester, NJ		-		570			2,280		(34)			(137)		536		2,143		2,679		434	2012	39
Bethel, CT		-		1,800			7,200		(18)			24		1,782		7,224		9,006		1,253	2014	39
Bloomfield, NJ		-		2,201			8,804		218			2,023		2,419		10,827		13,246		1,804	2014	39
Boonton, NJ		6,761		3,670			14,680		14			209		3,684		14,889		18,573		2,614	2014	39
Yonkers, NY		5,000		3,060			12,240		333			1,331		3,393		13,571		16,964		2,098	2014	39
Greenwich, CT		7,374		3,223			12,893		6			263		3,229		13,156		16,385		2,066	2014	40
Greenwich, CT		14,313		6,257			25,029		27			886		6,284		25,915		32,199		4,021	2014	40
Midland Park, NJ		19,308		8,740			34,960		(44)			568		8,696		35,528		44,224		5,490	2015	39
Pompton Lakes, NJ		18,238		8,140			32,560		(1,250)			(4,083)		6,890		28,477		35,367		4,321	2015	39
Wyckoff, NJ		7,665		3,490			13,960		17			206		3,507		14,166		17,673		2,152	2015	39
Kinnelon, NJ		10,202		4,540			18,160		(28)			3,980		4,512		22,140		26,652		4,538	2015	39
Fort Lee, NJ		-		798			3,192		(14)			(55)		784		3,137		3,921		436	2015	39
Harrison, NY		-		2,000			8,000		(10)			1,405		1,990		9,405		11,395		1,174	2015	39
Stamford, CT		20,773		12,686			32,620		-			931		12,686		33,551		46,237		3,643	2016	39
Stamford, CT		-		3,691			9,491		-			86		3,691		9,577		13,268		1,007	2016	39
Derby, CT		-		651			7,652		-			206		651		7,858		8,509		786	2017	39
Passaic, NJ		3,224		2,039			5,616		1			1,568		2,040		7,184		9,224		621	2017	39
Stamford, CT (HRC)		9,411		17,178			43,677		-			584		17,178		44,261		61,439		4,115	2017	39
Stamford, CT (HRChase)		-		2,376			1,458		-			-		2,376		1,458		3,834		134	2017	39
Old Greenwich , CT (HRCVS)		1,092		2,295			2,700		-			4		2,295		2,704		4,999		249	2017	39
Waldwick, NJ		-		2,761			5,571		1			260		2,762		5,831		8,593		492	2017	39
Dumont, NJ		9,438		6,646			15,341		3			284		6,649		15,625		22,274		1,305	2017	39
Ridgefield, CT		-		293			2,782		-			441		293		3,223		3,516		260	2017	39
Yonkers, NY		-		7,525			5,920		1			276		7,526		6,196		13,722		424	2017	39
New City, NY		-		2,494			631		12			4		2,506		635		3,141		39	2017	39
Brewster, NY		11,473		4,106			10,620		2,789			916		6,895		11,536		18,431		575	2019	39
		296,271		225,629			780,480		8,949			122,658		234,578		903,138		1,137,716		256,877
Total	$	296,271	$	227,705		$	786,858	$	8,949		$	125,670	$	236,654	$	912,528	$	1,149,182	$	261,325

URSTADT BIDDLE PROPERTIES INC.

October 31, 2020

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION - CONTINUED

(In thousands)

	Year Ended October 31,
NOTES:	2020			2019			2018
(a) RECONCILIATION OF REAL ESTATE-OWNED SUBJECT TO OPERATING LEASES
Balance at beginning of year	$	1,141,770		$	1,118,075		$	1,090,402
Property improvements during the year		24,443			18,372			7,781
Properties acquired during the year		-			12,643			22,517
Properties sold during the year		(11,335	)		(4,395	)		-
Property assets fully depreciated and written off		(5,696	)		(2,925	)		(2,625	)
Balance at end of year (e)	$	1,149,182		$	1,141,770		$	1,118,075
(b) RECONCILIATION OF ACCUMULATED DEPRECIATION
Balance at beginning of year	$	241,154		$	218,653		$	195,020
Provision during the year charged to income (d)		27,438			26,427			26,258
Property sold during the year		(1,571	)		(1,001	)		-
Property assets fully depreciated and written off		(5,696	)		(2,925	)		(2,625	)
Balance at end of year	$	261,325		$	241,154		$	218,653

(c) Tenant improvement costs are depreciated over the life of the related leases, which range from 5 to 20 years.

(d) The depreciation provision represents the expense calculated on real property only.

(e) The aggregate cost for Federal Income Tax purposes for real estate subject to operating leases was approximately $868 million at October 31, 2020.

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Oct. 31, 2020

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Principles of Consolidation and Use of Estimates

Principles of Consolidation and Use of Estimates

The accompanying consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and joint ventures in which the Company meets certain criteria of a sole general partner in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 810, "Consolidation." The Company has determined that such joint ventures should be consolidated into the consolidated financial statements of the Company. In accordance with ASC Topic 970-323, "Real Estate-General-Equity Method and Joint Ventures;" joint ventures that the Company does not control but otherwise exercises significant influence in, are accounted for under the equity method of accounting. See Note 6 for further discussion of the unconsolidated joint ventures. All significant intercompany transactions and balances have been eliminated in consolidation.

The accompanying financial statements are prepared on the accrual basis in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the disclosure of contingent assets and liabilities, the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the periods covered by the financial statements. The most significant assumptions and estimates relate to the valuation of real estate, depreciable lives, revenue recognition, fair value measurements and the collectability of tenant receivables.  Actual results could differ from these estimates.

Federal Income Taxes

Federal Income Taxes

The Company has elected to be treated as a real estate investment trust under Sections 856-860 of the Internal Revenue Code ("Code"). Under those sections, a REIT that, among other things, distributes at least 90% of real estate trust taxable income and meets certain other qualifications prescribed by the Code will not be taxed on that portion of its taxable income that is distributed. The Company believes it qualifies as a REIT and intends to distribute all of its taxable income for fiscal 2020 in accordance with the provisions of the Code. Accordingly, no provision has been made for Federal income taxes in the accompanying consolidated financial statements.

The Company follows the provisions of ASC Topic 740, “Income Taxes,” that, among other things, defines a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.   Based on its evaluation, the Company determined that it has no uncertain tax positions and no unrecognized tax benefits as of October 31, 2020.  As of October 31, 2020, the fiscal tax years 2016 through and including 2019 remain open to examination by the Internal Revenue Service.  There are currently no federal tax examinations in progress.

Acquisitions of Real Estate Investments and Capitalization Policy

Acquisitions of Real Estate Investments and Capitalization Policy

Acquisition of Real Estate Investments:

The Company evaluates each acquisition of real estate or in-substance real estate (including equity interests in entities that predominantly hold real estate assets) to determine if the integrated set of assets and activities acquired meet the definition of a business and need to be accounted as a business combination. If either of the following criteria is met, the integrated set of assets and activities acquired would not qualify as a business:

● Substantially all of the fair value of the gross assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets; or

● The integrated set of assets and activities is lacking, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs (i.e. revenue generated before and after the transaction).

An acquired process is considered substantive if:

● The process includes an organized workforce (or includes an acquired contract that provides access to an organized workforce), that is skilled, knowledgeable, and experienced in performing the process;

● The process cannot be replaced without significant cost, effort, or delay; or

● The process is considered unique or scarce.

Generally, the Company expects that acquisitions of real estate or in-substance real estate will not meet the definition of a business because substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets (i.e. land, buildings, and related intangible assets) or because the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay.

Acquisitions of real estate and in-substance real estate which do not meet the definition of a business are accounted for as asset acquisitions. The accounting model for asset acquisitions is similar to the accounting model for business combinations except that the acquisition consideration (including acquisition costs) is allocated to the individual assets acquired and liabilities assumed on a relative fair value basis. As a result, asset acquisitions do not result in the recognition of goodwill or a bargain purchase gain. The relative fair values used to allocate the cost of an asset acquisition are determined using the same methodologies and assumptions as the Company utilizes to determine fair value in a business combination.

The value of tangible assets acquired is based upon our estimation of value on an “as if vacant” basis. The value of acquired in-place leases includes the estimated costs during the hypothetical lease-up period and other costs that would have been incurred in the execution of similar leases under the market conditions at the acquisition date of the acquired in-place lease. We assess the fair value of tangible and intangible assets based on numerous factors, including estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors, including the historical operating results, known trends, and market/economic conditions that may affect the property.

The values of acquired above and below-market leases, which are included in prepaid expenses and other assets and other liabilities, respectively, are amortized over the terms of the related leases and recognized as either an increase (for below-market leases) or a decrease (for above-market leases) to rental revenue. The values of acquired in-place leases are classified in other assets in the accompanying consolidated balance sheets and amortized over the remaining terms of the related leases.

Capitalization Policy:

Land, buildings, property improvements, furniture/fixtures and tenant improvements are recorded at cost. Expenditures for maintenance and repairs are charged to operations as incurred. Renovations and/or replacements, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives.

Depreciation and Amortization

Depreciation and Amortization

The Company uses the straight-line method for depreciation and amortization. Real estate investment properties are depreciated over the estimated useful lives of the properties, which range from 30 to 40 years. Property improvements are depreciated over the estimated useful lives that range from 10 to 20 years. Furniture and fixtures are depreciated over the estimated useful lives that range from 3 to 10 years. Tenant improvements are amortized over the shorter of the life of the related leases or their useful life.

Sale of Investment Property and Property Held for Sale

Sale of Investment Property and Property Held for Sale

The Company reports properties that are either disposed of or are classified as held for sale in continuing operations in the consolidated statement of income if the removal, or anticipated removal, of the asset(s) from the reporting entity does not represent a strategic shift that has or will have a major effect on an entity's operations and financial results when disposed of.

In January 2020, the Company entered into a purchase and sale agreement, subject to certain conditions, to sell a 29,000 square foot portion of its property located in Pompton Lakes, NJ (the "Pompton Lakes Property") to an unrelated third party for a sale price of $2.8 million.  In accordance with ASC Topic 360-10-45, that portion of the property met all the criteria to be classified as held for sale in September of fiscal 2020, and accordingly the Company recorded a loss on property held for sale of $5.7 million, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2020. The amount of the loss represented the net carrying amount of that portion of the property over the fair value of that portion of the asset less estimated cost to sell.  The net book value of that portion of the Pompton Lakes Property was insignificant to financial statement presentation and, as a result, the Company did not include that portion of the asset as held for sale on its consolidated balance sheet at October 31, 2020.  In December 2020, the sale of that portion of the property was completed.

In January 2020, the Company sold for $1.3 million its retail property located in Carmel, NY (the "Carmel Property"), as that property no longer met the Company's investment objectives.  In conjunction with the sale, the Company realized a loss on sale of the Carmel property in the amount of $242,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020.

In August 2019, the Company entered into a purchase and sale agreement to sell its property located in Bernardsville, NJ (the "Bernardsville Property"), to an unrelated third party for a sale price of $2.7 million as that property no longer met its investment objectives.  In accordance with ASC Topic 360-10-45, the property met all the criteria to be classified as held for sale in the fourth quarter of fiscal 2019, and accordingly the Company recorded a loss on property held for sale of $434,000, which loss was included in continuing operations in the consolidated statement of income for the year ended October 31, 2019. The amount of the loss represented the net carrying amount of the property over the fair value of the asset less estimated cost to sell.  The net book value of the Bernardsville Property was insignificant to financial statement presentation and as a result the Company did not include the asset as held for sale on its consolidated balance sheet at October 31, 2019.  In December 2019 (fiscal 2020), the Bernardsville Property sale was completed and the Company realized an additional loss on sale of property of $86,000, which loss is included in continuing operations in the consolidated statement of income for the year ended October 31, 2020.

In June 2019, the Company sold for $3.7 million its property located in Monroe, CT (the "Monroe Property"), as that property no longer met the Company's investment objectives.  In conjunction with the sale the Company realized a gain on sale of property in the amount of $416,000, which is included in continuing operations in the consolidated statement of income for the year ended October 31, 2019.

The combined operating results of the Monroe Property, the Bernardsville Property, the Carmel Property and the sold portion of the Pompton Lakes properties, which are included in continuing operations, were as follows (amounts in thousands):

	Year Ended October 31,
	2020			2019			2018
Revenues	$	17		$	612		$	666
Property operating expense		(282	)		(629	)		(691	)
Depreciation and amortization		(219	)		(393	)		(417	)
Net Income (loss)	$	(484	)	$	(410	)	$	(442	)

Deferred Charges

Deferred Charges

Deferred charges consist principally of leasing commissions (which are amortized ratably over the life of the tenant leases).  Deferred charges in the accompanying consolidated balance sheets are shown at cost, net of accumulated amortization of $5,115,000 and $4,861,000 as of October 31, 2020 and 2019, respectively.

Asset Impairment

Asset Impairment

On a periodic basis, management assesses whether there are any indicators that the value of its real estate investments may be impaired.  A property value is considered impaired when management’s estimate of current and projected operating cash flows (undiscounted and without interest) of the property over its remaining useful life is less than the net carrying value of the property.  Such cash flow projections consider factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors.  To the extent impairment has occurred, the loss is measured as the excess of the net carrying amount of the property over the fair value of the asset.  Changes in estimated future cash flows due to changes in the Company’s plans or market and economic conditions could result in recognition of impairment losses which could be substantial.  As of October 31, 2020, management does not believe that the value of any of its real estate investments is impaired. However, as described above, the COVID-19 pandemic has significantly impacted many of the retail sectors in which the Company’s tenants operate and if the effects of the pandemic are prolonged, it could have a significant adverse impact to the underlying businesses of many of the Company’s tenants.  The Company will continue to monitor the economic, financial, and social conditions resulting from the COVID-19 pandemic and will continue to assess its asset portfolio for any impairment indicators.

Lease Income, Revenue Recognition and Tenant Receivables

Lease Income, Revenue Recognition and Tenant Receivables

Lease Income:

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with designated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"). Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most all lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes, insurance and Common Area Maintenance ("CAM") costs (collectively, "Recoverable Costs") incurred.

Lease terms generally range from 1 to 5 years for tenant spaces under 10,000 square feet (“Shop Space”) and in excess of 5 years for spaces greater than 10,000 square feet (“Anchor Spaces”). Many leases also provide the option for the tenants to extend their lease beyond the initial term of the lease. If the tenants do not exercise renewal options and the leases mature, the tenants must relinquish their space so it can be leased to a new tenant, which generally involves some level of cost to prepare the space for re-leasing. These costs are capitalized and depreciated over the shorter of the life of the subsequent lease or the life of the improvement.

On November 1, 2019, the Company adopted the new accounting guidance in ASC Topic 842, "Leases," including all related Accounting Standard Updates (“ASU's”). The Company elected to use the modified retrospective transition method provided in ASU 2018-11 (the "adoption date method"). Under this method, the effective date of November 1, 2019 is the date of initial application. In connection with the adoption of ASC Topic 842, the Company elected a package of practical expedients, transition options, and accounting policy elections as follows:

● Package of practical expedients - applied to all leases, allowing the Company not to reassess (i) whether expired or existing contracts contain leases under the new definition of a lease, (ii) lease classification for expired or existing leases, and (iii) whether previously capitalized initial direct costs would qualify for capitalization under Topic 842; and

● Lessor separation and allocation practical expedient - the Company elected, as lessor, to aggregate non-lease components with the related lease component if certain conditions are met, and account for the combined component based on its predominant characteristic, which generally results in combining lease and non-lease components of its tenant lease contracts to a single line shown as lease income in the accompanying consolidated statements of income.

The Company's existing leases were not re-evaluated and continue to be classified as operating leases, as per the practical expedient package elected above. New and modified leases will now require evaluation of specific classification criteria, which, based on the customary terms of the Company's leases, should continue to be classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition.

CAM is a non-lease component of the lease contract under ASC Topic 842, and therefore would be accounted for under ASC Topic 606, "Revenue from Contracts with Customers," and presented separate from lease income in the accompanying consolidated statements of income, based on an allocation of the overall contract price, which is not necessarily the amount that would be billable to the tenants for CAM reimbursements per the terms of the lease contract. As the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenants' use of the underlying lease asset, the Company elected, as part of the package of practical expedients, to combine CAM with the remaining lease components, along with tenants' reimbursement of real estate taxes and insurance, and recognize them together as lease income in the accompanying Statements of Income.

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectability is considered probable at the commencement date. At lease commencement, the Company expects that collectability is probable for all of its leases due to the Company’s credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from all operating leases is initially recognized on a straight-line basis.  Lease income each period is reduced by amounts considered uncollectable on a lease-by-lease basis, with any changes in collectability assessments recognized as a current period adjustment to lease income. For operating leases in which collectability of lease income is not considered probable, lease income is recognized on a cash basis and all previously recognized uncollectable lease income, including straight-line rental income, is reversed in the period in which the lease income is determined not to be probable of collection.

ASC Topic 842 also changes the treatment of leasing costs, such that non-contingent internal leasing and legal costs associated with leasing activities can no longer be capitalized. The Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant operating lease that would not have been incurred if the lease had not been obtained. These costs generally include third-party broker payments, which are capitalized to deferred costs in the accompanying consolidated balance sheets and amortized over the expected term of the lease to depreciation and amortization expense in the accompanying consolidated statements of income.

There was no change to operating income upon the adoption of ASC Topic 842 and related ASU's.

COVID-19 Pandemic

Beginning in March 2020, many of the Company's properties were, and continue to be, negatively impacted by the COVID-19 pandemic, as state governments mandated the closure of non-essential businesses to prevent the spread of COVID-19, forcing many of our tenants’ businesses to close or reduce operations.  As a result, 396 of approximately 900 tenants in the Company's consolidated portfolio, representing 1.5 million square feet and approximately 43.8% of the Company's annualized base rent, have asked for some type of rent deferral or concession.  Subsequently, approximately 118 of the 396 tenants withdrew their requests for rent relief or paid their rent in full. The Company has, and will continue to evaluate each request on a case-by-case basis to determine an appropriate course of action, recognizing that in many cases some type of concession may be appropriate and beneficial to the long-term interests of the Company.  In evaluating these requests, the Company has been and will continue to consider many factors, including the tenant's financial strength, the tenant's operating history, potential co-tenancy impacts, the tenant's contribution to the shopping center in which it operates, the Company's assessment of the tenant's long-term viability, the difficulty or ease with which the tenant could be replaced and other factors. Each negotiation is specific to the tenant making the request.  The primary strategy of the Company is that most of these concessions will be in the form of deferred rent for some portion of rents due in April through December 2020 to be paid over a later part of the lease, preferably within a period of one year or less, but in some instances the Company determined that it was more appropriate to abate some portion of base rents for some tenants between April and December, or potentially portions of fiscal 2021 rent. As of October 31, 2020, the Company has completed 234 lease modifications, consisting of base rent deferrals totaling $3.4 million and rent abatements totaling $1.4 million as of October 31, 2020.  The Company has increased its uncollectable amounts in lease income for the year ended October 31, 2020 for tenants it felt were affected by the COVID-19 pandemic (see below and in Note 7).

In April 2020, in response to the COVID-19 pandemic, the FASB staff issued guidance that it would be acceptable for entities to make an election to account for lease concessions related to the effects of the COVID-19 pandemic consistent with how those concessions would be accounted for under Topic 842, as if enforceable rights and obligations for those concessions existed (regardless of whether those enforceable rights and obligations for the concessions explicitly exist in the lease contract). Consequently, for concessions related to the effects of the COVID-19 pandemic, an entity will not have to analyze each lease contract to determine whether enforceable rights and obligations for concessions exist in the lease contract and may elect to apply or not apply the lease modification guidance in Topic 842 to those contracts.

This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. For example, this election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than total payments required by the original contract. The FASB staff expects that reasonable judgment will be exercised in making those determinations.

Some concessions will provide a deferral of payments with no substantive changes to the consideration in the original lease contract. A deferral affects the timing, but the amount of the consideration is substantially the same as that required by the original lease contract. The FASB staff expects that there will be multiple ways to account for those deferrals, none of which the staff believes are preferable over others. The Company has made the election not to analyze each lease contract, and believes that, based on FASB guidance, the appropriate way to account for the concessions as described above is to account for such concessions as if no change to the lease contracts were made. Under that accounting, a lessor would increase its lease receivable (straight-line rents receivable) and would continue to recognize income during the deferral period, assuming that the collectability of the future rents under the lease contract are considered collectable.  If it is determined that the future rents of any lease contract are not collectable, the Company would treat that lease contract on a cash basis as defined in ASC Topic 842.

When collection of substantially all lease payments during the lease term is not considered probable, total lease revenue is limited to the lesser of revenue recognized under accrual accounting or cash received. Determining the probability of collection of substantially all lease payments during a lease term requires significant judgment. This determination is impacted by numerous factors, including our assessment of the tenant’s credit worthiness, economic conditions, tenant sales productivity in that location, historical experience with the tenant and tenants operating in the same industry, future prospects for the tenant and the industry in which it operates, and the length of the lease term. If leases currently classified as probable are subsequently reclassified as not probable, any outstanding lease receivables (including straight-line rent receivables) would be written-off with a corresponding decrease in lease income.

The Company anticipates that its variable lease income represented by the reimbursement of CAM and real estate taxes will not be materially affected for most national tenants and tenants with higher levels of credit and balance sheet resources.  For smaller local tenants and tenants with fewer resources, the Company has reduced its accruals for CAM and real estate taxes in anticipation of potentially having to reduce the amounts billed to these tenants at the end of calendar 2020.  This has had the effect of reducing this portion of lease income for the year ended October 31, 2020.

Revenue Recognition

In those instances in which the Company funds tenant improvements and the improvements are deemed to be owned by the Company, revenue recognition on operating leases will commence when the improvements are substantially completed and possession or control of the space is turned over to the tenant. When the Company determines that the tenant allowances are lease incentives, the Company commences revenue recognition when possession or control of the space is turned over to the tenant for tenant work to begin.

Lease termination amounts are recognized in operating revenues when there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the property and the termination consideration is probable of collection. Lease termination amounts are paid by tenants who want to terminate their lease obligations before the end of the contractual term of the lease by agreement with the Company. There is no way of predicting or forecasting the timing or amounts of future lease termination fees. Interest income is recognized as it is earned. Gains or losses on disposition of properties are recorded when the criteria for recognizing such gains or losses under U.S. GAAP have been met.

Percentage rent is recognized when a specific tenant’s sales breakpoint is achieved.

Tenant Receivables

The actions taken by federal, state and local governments to mitigate the spread of COVID-19, initially by ordering closures of non-essential businesses and ordering residents to generally stay at home, and subsequent phased re-openings have resulted in many of our tenants temporarily or even permanently closing their businesses, and for some, it had impacted their ability to pay rent.

As a result, in accordance with ASC Topic 842, we revised our collectability assumptions for many of our tenants that were most significantly impacted by COVID-19. Accordingly, during the year ended October 31, 2020, we recognized collectability related adjustments totaling $7.3 million. This amount includes changes in our collectability assessments for certain tenants in our portfolio from probable to not probable, which requires that revenue recognition for those tenants be converted to cash basis accounting with previously uncollected billed rents reversed in the current period.  This resulted in a reduction of lease income for the year ended October 31, 2020 in the amount of $2.3 million related to tenants whose assessment of collectability was changed from probable to not probable. In addition, the Company wrote-off $1.1 million of previously recorded straight-line rent receivables related to tenants whose assessment of collectability was changed from probable to not probable.  As of October 31, 2020, the revenue from approximately 7.1% of our tenants (based on total commercial leases) is being recognized on a cash basis.

At October 31, 2020 and October 31, 2019, $22,330,000 and $19,395,000, respectively, have been recognized as straight-line rents receivable (representing the current cumulative rents recognized prior to when billed and collectible as provided by the terms of the leases), all of which is included in tenant receivables in the accompanying consolidated financial statements.

The Company provides an allowance for doubtful accounts against the portion of tenant receivables that is estimated to be uncollectable.  Such allowances are reviewed periodically.  At October 31, 2020 and October 31, 2019, tenant receivables in the accompanying consolidated balance sheets are shown net of allowances for doubtful accounts of $8,769,000 and $5,454,000, respectively.  Included in the aforementioned allowance for doubtful accounts is an amount for future tenant credit losses of approximately 10% of the deferred straight-line rents receivable which is estimated to be uncollectable.

Cash Equivalents

Cash Equivalents

Cash and cash equivalents consist of cash in banks and short-term investments with original maturities of less than three months.

Marketable Securities

Marketable Securities

Marketable equity securities are carried at fair value based upon quoted market prices in active markets.

In March 2020, the Company purchased REIT securities in the amount of $7.0 million.  In May 2020, the Company sold all of its REIT securities for $7.3 million and realized a gain on sale of $258,000, which is included in the consolidated statement of income for the year ended October 31, 2020.

In February and March 2018, the Company purchased REIT securities in the amount of $5.0 million.  In January 2019, the Company sold all of its REIT securities for $6.0 million and realized a gain on sale of $403,000, which is included in the consolidated statement of income for the year ended October 31, 2019.

Derivative Financial Instruments

Derivative Financial Instruments

The Company occasionally utilizes derivative financial instruments, such as interest rate swaps, to manage its exposure to fluctuations in interest rates. The Company has established policies and procedures for risk assessment and the approval, reporting and monitoring of derivative financial instruments. Derivative financial instruments must be effective in reducing the Company's interest rate risk exposure in order to qualify for hedge accounting. When the terms of an underlying transaction are modified, or when the underlying hedged item ceases to exist, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income for each period until the derivative instrument matures or is settled. Any derivative instrument used for risk management that does not meet the hedging criteria is marked-to-market with the changes in value included in net income. The Company has not entered into, and does not plan to enter into, derivative financial instruments for trading or speculative purposes. Additionally, the Company has a policy of entering into derivative contracts only with major financial institutions.

As of October 31, 2020, the Company believes it has no significant risk associated with non-performance of the financial institutions that are the counterparty to its derivative contracts. At October 31, 2020, the Company had approximately $126.7 million in secured mortgage financings subject to interest rate swaps. Such interest rate swaps converted the LIBOR-based variable rates on the mortgage financings to a fixed annual rate of 3.93% per annum.  As of October 31, 2020 and 2019, the Company had a deferred liability of  $13.3 million and $6.8 million, respectively, (included in accounts payable and accrued expenses on the consolidated balance sheets) relating to the fair value of the Company’s interest rate swaps applicable to secured mortgages.

Charges and/or credits relating to the changes in fair values of such interest rate swap are made to other comprehensive (loss) as the swap is deemed effective and is classified as a cash flow hedge.

Comprehensive Income

Comprehensive Income

Comprehensive income is comprised of net income applicable to Common and Class A Common stockholders and other comprehensive income (loss). Other comprehensive income (loss) includes items that are otherwise recorded directly in stockholders’ equity, such as unrealized gains and losses on interest rate swaps designated as cash flow hedges, including the Company's share from entities accounted for under the equity method of accounting. At October 31, 2020, accumulated other comprehensive loss consisted of net unrealized losses on interest rate swap agreements of $15.7 million, inclusive of the Company's share of accumulated comprehensive income/(loss) from joint ventures accounted for by the equity method of accounting.  At October 31, 2019, accumulated other comprehensive loss consisted of net unrealized losses on interest rate swap agreements of $8.5 million inclusive of the Company's share of accumulated comprehensive income/(loss) from joint ventures accounted for by the equity method of accounting. Unrealized gains and losses included in other comprehensive income/(loss) will be reclassified into earnings when gains and losses are realized.

Concentration of Credit Risk

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, and tenant receivables. The Company places its cash and cash equivalents in excess of insured amounts with high quality financial institutions. The Company performs ongoing credit evaluations of its tenants and may require certain tenants to provide security deposits or letters of credit. Though these security deposits and letters of credit are insufficient to meet the terminal value of a tenant's lease obligation, they are a measure of good faith and a source of funds to offset the economic costs associated with lost rent and the costs associated with re-tenanting the space. There is no dependence upon any single tenant.

Earnings Per Share

Earnings Per Share

The Company calculates basic and diluted earnings per share in accordance with the provisions of ASC Topic 260, "Earnings Per Share." Basic earnings per share ("EPS") excludes the impact of dilutive shares and is computed by dividing net income applicable to Common and Class A Common stockholders by the weighted average number of Common shares and Class A Common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue Common shares or Class A Common shares were exercised or converted into Common shares or Class A Common shares and then shared in the earnings of the Company. Since the cash dividends declared on the Company's Class A Common stock are higher than the dividends declared on the Common Stock, basic and diluted EPS have been calculated using the "two-class" method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock according to the weighted average of the dividends declared, outstanding shares per class and participation rights in undistributed earnings.

The following table sets forth the reconciliation between basic and diluted EPS (in thousands):

	Year Ended October 31,
	2020			2019			2018
Numerator
Net income applicable to common stockholders – basic	$	1,849		$	4,659		$	5,173
Effect of dilutive securities:
Restricted stock awards		34			193			259
Net income applicable to common stockholders – diluted	$	1,883		$	4,852		$	5,432
Denominator
Denominator for basic EPS-weighted average common shares		9,144			8,813			8,517
Effect of dilutive securities:
Restricted stock awards		241			536			597
Denominator for diluted EPS – weighted average common equivalent shares		9,385			9,349			9,114
Numerator
Net income applicable to Class A common stockholders – basic	$	6,684		$	17,469		$	20,044
Effect of dilutive securities:
Restricted stock awards		(34	)		(193	)		(259	)
Net income applicable to Class A common stockholders – diluted	$	6,650		$	17,276		$	19,785
Denominator
Denominator for basic EPS – weighted average Class A common shares		29,506			29,438			29,335
Effect of dilutive securities:
Restricted stock awards		70			216			178
Denominator for diluted EPS – weighted average Class A common equivalent shares		29,576			29,654			29,513

Stock-Based Compensation

Stock-Based Compensation

The Company accounts for its stock-based compensation plans under the provisions of ASC Topic 718, “Stock Compensation,” which requires that compensation expense be recognized, based on the fair value of the stock awards less estimated forfeitures. The fair value of stock awards is equal to the fair value of the Company’s stock on the grant date.  The Company recognizes compensation expense for its stock awards by amortizing the fair value of stock awards over the requisite service periods of such awards.  In certain cases as defined in the participant agreements, the vesting of stock awards can be accelerated, which will result in the Company charging to compensation expense the remaining unamortized restricted stock compensation related to those stock awards.

Segment Reporting

Segment Reporting

The Company's primary business is the ownership, management, and redevelopment of retail properties. The Company reviews operating and financial information for each property on an individual basis and therefore, each property represents an individual operating segment. The Company evaluates financial performance using property operating income, which consists of base rental income and tenant reimbursement income, less rental expenses and real estate taxes. Only one of the Company’s properties, located in Stamford, CT (“Ridgeway”), is considered significant as its revenue is in excess of 10% of the Company’s consolidated total revenues and accordingly is a reportable segment. The Company has aggregated the remainder of our properties as they share similar long-term economic characteristics and have other similarities including the fact that they are operated using consistent business strategies, are typically located in the same major metropolitan area, and have similar tenant mixes.

Ridgeway is located in Stamford, Connecticut and was developed in the 1950’s and redeveloped in the mid 1990’s. The property contains approximately 374,000 square feet of GLA.  It is the dominant grocery-anchored center and the largest non-mall shopping center located in the City of Stamford, Fairfield County, Connecticut.

Segment information about Ridgeway as required by ASC Topic 280 is included below:

	Year Ended October 31,
	2020			2019			2018
Ridgeway Revenues		11.2	%		10.9	%		10.4	%
All Other Property Revenues		88.8	%		89.1	%		89.6	%
Consolidated Revenue		100.0	%		100.0	%		100.0	%

	Year Ended October 31,
	2020			2019
Ridgeway Assets		6.4	%		6.0	%
All Other Property Assets		93.6	%		94.0	%
Consolidated Assets (Note 1)		100.0	%		100.0	%

Note 1 - Ridgeway did not have any significant expenditures for additions to long-lived assets in any of the fiscal years ended October 31, 2020, 2019 and 2018.

	Year Ended October 31,
	2020			2019			2018
Ridgeway Percent Leased		92	%		97	%		96	%

	Year Ended October 31,
Ridgeway Significant Tenants (by base rent):	2020			2019			2018
The Stop & Shop Supermarket Company		20	%		20	%		20	%
Bed, Bath & Beyond		14	%		14	%		14	%
Marshall’s Inc., a division of the TJX Companies		10	%		10	%		10	%
All Other Tenants at Ridgeway (Note 2)		56	%		56	%		56	%
Total		100	%		100	%		100	%

Note 2 - No other tenant accounts for more than 10% of Ridgeway’s annual base rents in any of the three years presented.  Percentages are calculated as a ratio of the tenants' base rent divided by total base rent of Ridgeway.

	Year Ended October 31, 2020
Income Statement (In Thousands):	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,180	$	112,565	$	126,745
Operating Expenses	$	4,424	$	38,582	$	43,006
Interest Expense	$	1,673	$	11,835	$	13,508
Depreciation and Amortization	$	2,494	$	26,693	$	29,187
Income from Continuing Operations	$	5,589	$	20,481	$	26,070

	Year Ended October 31, 2019
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,859	$	122,023	$	136,882
Operating Expenses	$	4,376	$	41,138	$	45,514
Interest Expense	$	1,704	$	12,398	$	14,102
Depreciation and Amortization	$	2,350	$	25,580	$	27,930
Income from Continuing Operations	$	6,428	$	35,185	$	41,613

	Year Ended October 31, 2018
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,015	$	120,707	$	134,722
Operating Expenses	$	4,094	$	39,308	$	43,402
Interest Expense	$	1,869	$	11,809	$	13,678
Depreciation and Amortization	$	2,616	$	25,711	$	28,327
Income from Continuing Operations	$	5,436	$	36,747	$	42,183

Reclassification

Reclassification

Certain fiscal 2018 and 2019 amounts have been reclassified to conform to current period presentation.

New Accounting Standards

New Accounting Standards

In February 2016, the FASB issued ASU 2016-02, "Leases," ASU 2018-10, "Codification improvements to Topic 842, leases," ASU 2018-11, "Leases," and ASU 2018-20, "Leases, Narrow Scope Improvements for Lessors," together ASC Topic 842 - Leases.  ASC Topic 842 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The lessor model stays substantially the same; however, there were modifications to conform lessor accounting with the lessee model, eliminate real estate specific guidance, further define certain lease and non-lease components, and change the definition of initial direct costs of leases requiring significantly more leasing related costs to be expensed upfront. The Company adopted ASC Topic 842 on November 1, 2019, the first day of its fiscal year 2020.  The Company has elected to apply the transition provisions of ASC Topic 842 at the beginning of the period of adoption, and therefore, the Company has not retrospectively adjusted prior periods presented. The Company elected to apply certain adoption related practical expedients for all leases that commenced prior to the effective date. These practical expedients include not reassessing whether any expired or existing contracts are or contain leases; not reassessing the lease classification for any expired or existing leases; and not reassessing initial direct costs for any existing leases. The adoption of this standard did not have a material effect on our financial statements or disclosures therein.  See Lease Income, Revenue Recognition and Tenant Receivables earlier in Note 1 for a more detailed explanation of the adoption.

In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848).” ASU No. 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the three months ended April 30, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

The Company has evaluated all other new ASU's issued by FASB, and has concluded that these updates do not have a material effect on the Company's consolidated financial statements as of October 31, 2020.

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Oct. 31, 2020

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Combined Operating Results Properties Included in Continuing Operations

The combined operating results of the Monroe Property, the Bernardsville Property, the Carmel Property and the sold portion of the Pompton Lakes properties, which are included in continuing operations, were as follows (amounts in thousands):

	Year Ended October 31,
	2020			2019			2018
Revenues	$	17		$	612		$	666
Property operating expense		(282	)		(629	)		(691	)
Depreciation and amortization		(219	)		(393	)		(417	)
Net Income (loss)	$	(484	)	$	(410	)	$	(442	)

Reconciliation between Basic and Diluted EPS

The following table sets forth the reconciliation between basic and diluted EPS (in thousands):

	Year Ended October 31,
	2020			2019			2018
Numerator
Net income applicable to common stockholders – basic	$	1,849		$	4,659		$	5,173
Effect of dilutive securities:
Restricted stock awards		34			193			259
Net income applicable to common stockholders – diluted	$	1,883		$	4,852		$	5,432
Denominator
Denominator for basic EPS-weighted average common shares		9,144			8,813			8,517
Effect of dilutive securities:
Restricted stock awards		241			536			597
Denominator for diluted EPS – weighted average common equivalent shares		9,385			9,349			9,114
Numerator
Net income applicable to Class A common stockholders – basic	$	6,684		$	17,469		$	20,044
Effect of dilutive securities:
Restricted stock awards		(34	)		(193	)		(259	)
Net income applicable to Class A common stockholders – diluted	$	6,650		$	17,276		$	19,785
Denominator
Denominator for basic EPS – weighted average Class A common shares		29,506			29,438			29,335
Effect of dilutive securities:
Restricted stock awards		70			216			178
Denominator for diluted EPS – weighted average Class A common equivalent shares		29,576			29,654			29,513

Major Customers by Reporting Segments

Segment information about Ridgeway as required by ASC Topic 280 is included below:

	Year Ended October 31,
	2020			2019			2018
Ridgeway Revenues		11.2	%		10.9	%		10.4	%
All Other Property Revenues		88.8	%		89.1	%		89.6	%
Consolidated Revenue		100.0	%		100.0	%		100.0	%

	Year Ended October 31,
	2020			2019
Ridgeway Assets		6.4	%		6.0	%
All Other Property Assets		93.6	%		94.0	%
Consolidated Assets (Note 1)		100.0	%		100.0	%

Note 1 - Ridgeway did not have any significant expenditures for additions to long-lived assets in any of the fiscal years ended October 31, 2020, 2019 and 2018.

	Year Ended October 31,
	2020			2019			2018
Ridgeway Percent Leased		92	%		97	%		96	%

	Year Ended October 31,
Ridgeway Significant Tenants (by base rent):	2020			2019			2018
The Stop & Shop Supermarket Company		20	%		20	%		20	%
Bed, Bath & Beyond		14	%		14	%		14	%
Marshall’s Inc., a division of the TJX Companies		10	%		10	%		10	%
All Other Tenants at Ridgeway (Note 2)		56	%		56	%		56	%
Total		100	%		100	%		100	%

Note 2 - No other tenant accounts for more than 10% of Ridgeway’s annual base rents in any of the three years presented.  Percentages are calculated as a ratio of the tenants' base rent divided by total base rent of Ridgeway.

Segment Reporting Information by Segment

	Year Ended October 31, 2020
Income Statement (In Thousands):	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,180	$	112,565	$	126,745
Operating Expenses	$	4,424	$	38,582	$	43,006
Interest Expense	$	1,673	$	11,835	$	13,508
Depreciation and Amortization	$	2,494	$	26,693	$	29,187
Income from Continuing Operations	$	5,589	$	20,481	$	26,070

	Year Ended October 31, 2019
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,859	$	122,023	$	136,882
Operating Expenses	$	4,376	$	41,138	$	45,514
Interest Expense	$	1,704	$	12,398	$	14,102
Depreciation and Amortization	$	2,350	$	25,580	$	27,930
Income from Continuing Operations	$	6,428	$	35,185	$	41,613

	Year Ended October 31, 2018
	Ridgeway		All Other Operating Segments		Total Consolidated
Revenues	$	14,015	$	120,707	$	134,722
Operating Expenses	$	4,094	$	39,308	$	43,402
Interest Expense	$	1,869	$	11,809	$	13,678
Depreciation and Amortization	$	2,616	$	25,711	$	28,327
Income from Continuing Operations	$	5,436	$	36,747	$	42,183

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REAL ESTATE INVESTMENTS (Tables)

12 Months Ended

Oct. 31, 2020

REAL ESTATE INVESTMENTS [Abstract]

Investments in Real Estate, Net of Depreciation

The Company's investments in real estate, net of depreciation, were composed of the following at October 31, 2020 and 2019 (in thousands):

	Consolidated Investment Properties		Unconsolidated Joint Ventures		2020 Totals		2019 Totals
Retail	$	880,838	$	28,679	$	909,517	$	920,261
Office		7,019		-		7,019		9,729
Total	$	887,857	$	28,679	$	916,536	$	929,990

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INVESTMENT PROPERTIES (Tables)

12 Months Ended

Oct. 31, 2020

INVESTMENT PROPERTIES [Abstract]

Components of Core Properties

The components of the properties consolidated in the financial statements are as follows (in thousands):

	October 31,
	2020			2019
Land	$	236,654		$	238,766
Buildings and improvements		912,528			903,004
		1,149,182			1,141,770
Accumulated depreciation		(261,325	)		(241,154	)
	$	887,857		$	900,616

Purchase Price Allocation for Properties Acquired

The financial information set forth below summarizes the Company’s purchase price allocation for the properties acquired during the fiscal year ended October 31, 2019 (in thousands).

	Lakeview
Assets:
Land	$	2,025
Building and improvements	$	10,620
In-place leases	$	772
Above market leases	$	459
Liabilities:
In-place leases	$	-
Below market leases	$	1,123

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MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS (Tables)

12 Months Ended

Oct. 31, 2020

MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS

Principal Maturities of Mortgage Notes Payable

Combined aggregate principal maturities of mortgage notes payable during the next five years and thereafter are as follows (in thousands):

	Principal Repayments		Scheduled Amortization		Total
2021	$	-	$	7,252	$	7,252
2022		49,486		6,500		55,986
2023		-		6,233		6,233
2024		18,710		6,289		24,999
2025		82,243		4,052		86,295
Thereafter		105,224		10,282		115,506
	$	255,663	$	40,608	$	296,271

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CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS (Tables)

12 Months Ended

Oct. 31, 2020

CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS [Abstract]

Redeemable Non-controlling Interests

The following table sets forth the details of the Company's redeemable non-controlling interests (amounts in thousands):

	October 31,
	2020			2019
Beginning Balance	$	77,876		$	78,258
Partial redemption of UB High Ridge Noncontrolling Interest		(560	)		(1,413	)
Partial redemption of Dumont Noncontrolling Interest		-			(630	)
Partial redemption of New City Noncontrolling Interest		(198	)		(91	)
Redemption of Ironbound Noncontrolling Interest		-			(2,700	)
Change in Redemption Value		(15,047	)		4,452
Ending Balance	$	62,071		$	77,876

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INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES (Tables)

12 Months Ended

Oct. 31, 2020

INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES [Abstract]

Investments in and Advances to Unconsolidated Joint Ventures

At October 31, 2020 and 2019, investments in and advances to unconsolidated joint ventures consisted of the following (with the Company's ownership percentage in parentheses) (amounts in thousands):

	October 31,
	2020		2019
Chestnut Ridge Shopping Center (50.0%)	$	12,252	$	12,048
Gateway Plaza (50%)		6,929		6,847
Putnam Plaza Shopping Center (66.67%)		2,599		3,446
Midway Shopping Center, L.P. (11.792%)		4,233		4,384
Applebee's at Riverhead (50%)		1,943		1,926
81 Pondfield Road Company (20%)		723		723
Total	$	28,679	$	29,374

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LEASES (Tables)

12 Months Ended

Oct. 31, 2020

LEASES [Abstract]

Disaggregation of Lease Income Recognized

The following table provides a disaggregation of lease income recognized during the years ended October 31, 2020, 2019 and 2018, under ASC Topic 842, "Leases," as either fixed or variable lease income based on the criteria specified in ASC Topic 842 (in thousands):

	October 31,
	2020			2019			2018
Operating lease income:
Fixed lease income (Base Rent)	$	98,678		$	99,845		$	95,734
Variable lease income (Recoverable Costs)		28,889			32,784			31,144
Other lease related income, net:
Above/below market rent amortization		706			614			1,209
Uncollectable amounts in lease income		(3,916	)		(956	)		(857	)
ASC Topic 842 cash basis lease income reversal		(3,416	)		-			-
Total lease income	$	120,941		$	132,287		$	127,230

Future Minimum Rents under Non-Cancelable Operating Leases

Future minimum rents under non-cancelable operating leases for the next five years and thereafter, excluding variable lease payments, are as follows (in thousands):

Fiscal Year Ending
2021(a)	$	99,312
2022		83,631
2023		67,486
2024		57,996
2025		45,831
Thereafter		215,138
Total	$	569,394

(a) The amounts above are based on existing leases in place at October 31, 2020.

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STOCKHOLDERS' EQUITY (Tables)

12 Months Ended

Oct. 31, 2020

STOCKHOLDERS' EQUITY [Abstract]

Dividends Declared and Tax Status of Dividends Paid

The following tables set forth the dividends declared per Common share and Class A Common share and tax status for Federal income tax purposes of the dividends paid during the fiscal years ended October 31, 2020 and 2019:

	Common Shares													Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share			Ordinary Income			Capital Gain				Non-Taxable Portion			Gross Dividend Paid Per Share			Ordinary Income			Capital Gain				Non-Taxable Portion
January 17, 2020		$	0.2500		$	0.174386		$	(0.003376	)		$	0.07899		$	0.28		$	0.1953		$	(0.0038	)		$	0.0885
April 17, 2020		$	0.2500		$	0.174386		$	(0.003376	)		$	0.07899		$	0.28		$	0.1953		$	(0.0038	)		$	0.0885
July 17, 2020		$	0.0625		$	0.043597		$	(0.000844	)		$	0.019747		$	0.07		$	0.0488		$	(0.0009	)		$	0.0221
October 16, 2020		$	0.1250		$	0.087193		$	(0.001688	)		$	0.039495		$	0.14		$	0.0977		$	(0.0019	)		$	0.0442
		$	0.6875		$	0.479562		$	(0.009284	)		$	0.217222		$	0.77		$	0.5371		$	(0.0104	)		$	0.2433

	Common Shares												Class A Common Shares
Dividend Payment Date	Gross Dividend Paid Per Share			Ordinary Income			Capital Gain			Non-Taxable Portion			Gross Dividend Paid Per Share			Ordinary Income			Capital Gain			Non-Taxable Portion
January 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
April 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
July 19, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
October 18, 2019		$	0.245		$	0.173355		$	0.006156		$	0.065489		$	0.275		$	0.1946		$	0.0069		$	0.0735
		$	0.98		$	0.69342		$	0.024624		$	0.261956		$	1.10		$	0.7784		$	0.0276		$	0.294

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STOCK COMPENSATION AND OTHER BENEFIT PLANS (Tables)

12 Months Ended

Oct. 31, 2020

STOCK COMPENSATION AND OTHER BENEFIT PLANS [Abstract]

Non-vested Common and Class A Common Shares

A summary of the status of the Company's non-vested restricted stock awards as of October 31, 2020, and changes during the year ended October 31, 2020 is presented below:

	Common Shares					Class A Common Shares
	Shares			Weighted-Average Grant Date Fair Value		Shares			Weighted-Average Grant Date Fair Value
Non-vested at October 31, 2019		1,146,100		$	17.52		463,225		$	21.07
Granted		105,450		$	19.59		120,800		$	23.96
Vested		(327,000	)	$	17.71		(92,375	)	$	22.20
Forfeited		-		$	-		(700	)	$	23.23
Non-vested at October 31, 2020		924,550		$	17.69		490,950		$	21.56

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FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Oct. 31, 2020

FAIR VALUE MEASUREMENTS [Abstract]

Fair Value of Financial Assets and Liabilities

The Company measures its redeemable noncontrolling interests and interest rate swap derivatives at fair value on a recurring basis.  The fair value of these financial assets and liabilities was determined using the following inputs at October 31, 2020 and 2019 (amounts in thousands):

	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
October 31, 2020
Liabilities:
Interest Rate Swap Agreements	$	13,300	$	-	$	13,300	$	-
Redeemable noncontrolling interests	$	62,071	$	9,921	$	51,604	$	546
October 31, 2019
Liabilities:
Interest Rate Swap Agreements	$	6,754	$	-	$	6,754	$	-
Redeemable noncontrolling interests	$	77,876	$	24,968	$	52,362	$	546

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QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Tables)

12 Months Ended

Oct. 31, 2020

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) [Abstract]

Quarterly Financial Information

The unaudited quarterly results of operations for the years ended October 31, 2020 and 2019 are as follows (in thousands, except per share data):

	Year Ended October 31, 2020												Year Ended October 31, 2019
	Quarter Ended												Quarter Ended
	Jan 31			Apr 30			Jul 31			Oct 31			Jan 31			Apr 30			Jul 31			Oct 31
Revenues	$	34,348		$	31,280		$	28,799		$	32,318		$	34,267		$	34,105		$	34,392		$	34,117
Income from Continuing Operations	$	9,521		$	7,240		$	5,923		$	3,386		$	10,018		$	9,960		$	11,427		$	10,208
Net Income Attributable to Urstadt Biddle Properties Inc.	$	8,483		$	6,212		$	4,988		$	2,500		$	8,917		$	8,860		$	10,333		$	9,170
Preferred Stock Dividends		(3,412	)		(3,413	)		(3,412	)		(3,413	)		(3,063	)		(3,062	)		(3,063	)		(3,601	)
Redemption of Preferred Stock		-			-			-			-			-			-			-			(2,363	)
Net Income (Loss) Applicable to Common and Class A Common Stockholders	$	5,071		$	2,799		$	1,576		$	(913	)	$	5,854		$	5,798		$	7,270		$	3,206
Per Share Data:
Basic:
Class A Common Stock	$	0.14		$	0.07		$	0.04		$	(0.02	)	$	0.16		$	0.16		$	0.19		$	0.09
Common Stock	$	0.12		$	0.07		$	0.04		$	(0.02	)	$	0.14		$	0.14		$	0.17		$	0.08
Diluted:
Class A Common Stock	$	0.13		$	0.07		$	0.04		$	(0.02	)	$	0.16		$	0.15		$	0.19		$	0.08
Common Stock	$	0.12		$	0.07		$	0.04		$	(0.02	)	$	0.14		$	0.14		$	0.17		$	0.07

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Business (Details) ft² in Millions	Oct. 31, 2020 ft² Property
Business [Abstract]
Number of properties the Company owned or had equity interest in | Property	81
Gross leasable area of properties the Company owned or had equity interest in | ft²	5.3

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Federal Income Taxes (Details)	12 Months Ended
	Oct. 31, 2020
Federal Income Taxes [Abstract]
Minimum real estate trust taxable income required to be distributed for REIT to be nontaxable	90.00%
Minimum [Member]
Federal Income Taxes [Abstract]
Tax years remaining open to examination by Internal Revenue Service	2016
Maximum [Member]
Federal Income Taxes [Abstract]
Tax years remaining open to examination by Internal Revenue Service	2019

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Depreciation and Amortization (Details)	12 Months Ended
	Oct. 31, 2020
Real Estate Investment Properties [Member] | Minimum [Member]
Depreciation [Abstract]
Estimated useful life	30 years
Real Estate Investment Properties [Member] | Maximum [Member]
Depreciation [Abstract]
Estimated useful life	40 years
Property Improvements [Member] | Minimum [Member]
Depreciation [Abstract]
Estimated useful life	10 years
Property Improvements [Member] | Maximum [Member]
Depreciation [Abstract]
Estimated useful life	20 years
Furniture and Fixtures [Member] | Minimum [Member]
Depreciation [Abstract]
Estimated useful life	3 years
Furniture and Fixtures [Member] | Maximum [Member]
Depreciation [Abstract]
Estimated useful life	10 years
Tenant Improvements [Member]
Depreciation [Abstract]
Estimated useful life	shorter of the life of the related leases or their useful life

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Sale of Investment Property and Property Held for Sale (Details)	1 Months Ended				3 Months Ended								12 Months Ended
	Sep. 30, 2020 USD ($)	Jan. 31, 2020 USD ($)	Aug. 31, 2019 USD ($)	Jun. 30, 2019 USD ($)	Oct. 31, 2020 USD ($)	Jul. 31, 2020 USD ($)	Apr. 30, 2020 USD ($)	Jan. 31, 2020 USD ($)	Oct. 31, 2019 USD ($)	Jul. 31, 2019 USD ($)	Apr. 30, 2019 USD ($)	Jan. 31, 2019 USD ($)	Oct. 31, 2020 USD ($)	Oct. 31, 2019 USD ($)	Oct. 31, 2018 USD ($)	Sep. 23, 2020 ft²
Property Held for Sale [Abstract]
Gain (loss) on sale of properties													$ (6,047,000)	$ (19,000)	$ 0
Revenues					$ 32,318,000	$ 28,799,000	$ 31,280,000	$ 34,348,000	$ 34,117,000	$ 34,392,000	$ 34,105,000	$ 34,267,000	126,745,000	136,882,000	134,722,000
Depreciation and amortization													(29,187,000)	(27,930,000)	(28,327,000)
Net Income													26,070,000	41,613,000	42,183,000
Carmel, NY [Member]
Property Held for Sale [Abstract]
Proceeds from sale of property held for sale		$ 1,300,000
Gain (loss) on sale of properties		$ (242,000)
Pompton Lakes, NJ [Member]
Property Held for Sale [Abstract]
Proceeds from sale of property held for sale	$ 2,800,000
Gain (loss) on sale of properties	$ (5,700,000)
Area of Real Estate Property | ft²																29,000
Bernardsville, NJ [Member]
Property Held for Sale [Abstract]
Gain (loss) on sale of properties													(86,000)
Disposal Group, Not Discontinued Operations [Member] | Monroe, CT property, Bernardsville, NJ property, Carmel, NY property and Pompton Lakes, NJ property [Member]
Property Held for Sale [Abstract]
Revenues													17,000	612,000	666,000
Property operating expense													(282,000)	(629,000)	(691,000)
Depreciation and amortization													(219,000)	(393,000)	(417,000)
Net Income													$ (484,000)	$ (410,000)	$ (442,000)
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Monroe, CT [Member]
Property Held for Sale [Abstract]
Proceeds from sale of property held for sale				$ 3,700,000
Gain (loss) on sale of properties				$ 416,000
Held for Sale [Member] | Bernardsville, NJ [Member]
Property Held for Sale [Abstract]
Proceeds from sale of property held for sale			$ 2,700,000
Gain (loss) on sale of properties			$ (434,000)

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Deferred Charges (Details) - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Deferred Charges [Abstract]
Accumulated amortization of deferred charges	$ 5,115,000	$ 4,861,000

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Lease Income, Revenue Recognition and Tenant Receivables (Details) ft² in Millions	12 Months Ended
	Oct. 31, 2020 USD ($) ft² Investment Tenant	Oct. 31, 2019 USD ($)
COVID-19 Pandemic [Abstract]
Number of tenant rent relief requests received by company | Tenant	396
Approximate number of tenants in our consolidated portfolio | Tenant	900
Number of tenants withdrawing rent concession request | Tenant	118
Square feet of spaced occupied by tenants requesting rent relief | ft²	1.5
Percent of annualized base rent for tenants requesting rent relief	43.80%
Number of lease modifications completed | Investment	234
Dollar Value of Base Rent Deferrals	$ 3,400,000
Dollar Value of Base Rent Abatements	1,400,000
Tenant Receivables [Abstract]
Total collectability adjustment	7,300,000
Reversal of previously billed lease income	2,300,000
Straight Line Rent Adjustments	$ 1,100,000
Tenants with revenue recognized on a cash basis	7.10%
Straight-line rents receivable	$ 22,330,000	$ 19,395,000
Tenants receivable, allowance for doubtful accounts	$ 8,769,000	$ 5,454,000
Allowance of doubtful accounts against tenants receivables, percentage of deferred straight-line rents receivable	10.00%
Shop Space [Member] | Minimum [Member]
Lease Income [Abstract]
Term of lease	1 year
Shop Space [Member] | Maximum [Member]
Lease Income [Abstract]
Term of lease	5 years
Anchor Spaces [Member] | Minimum [Member]
Lease Income [Abstract]
Term of lease	5 years

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Marketable Securities (Details) - USD ($)	1 Months Ended			2 Months Ended	12 Months Ended
	May 31, 2020	Mar. 31, 2020	Jan. 31, 2019	Mar. 31, 2018	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Marketable Securities [Abstract]
Gain on sale of marketable securities	$ 258,000		$ 403,000		$ 258,000	$ 403,000	$ 0
Proceeds from sale of marketable securities	$ 7,300,000		$ 6,000,000.0
REIT Securities [Member]
Marketable Securities [Abstract]
Purchase of marketable securities		$ 7,000,000.0		$ 5,000,000.0

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Derivative Financial Instruments (Details) - Interest Rate Swap [Member] - Mortgage Loan [Member] - USD ($) $ in Millions	Oct. 31, 2020	Oct. 31, 2019
Derivative Financial Instruments [Abstract]
Mortgage loans subject to interst rate swap	$ 126.7
Average fixed annual rate on interest rate swap	3.93%
Deferred liabilities relating to fair value of interest rate swap	$ 13.3	$ 6.8

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Comprehensive Income (Details) - USD ($) $ in Millions	Oct. 31, 2020	Oct. 31, 2019
Comprehensive Income [Abstract]
Net unrealized gains on interest rate swap agreements included in accumulated other comprehensive income	$ (15.7)	$ (8.5)

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended								12 Months Ended
	Oct. 31, 2020	Jul. 31, 2020	Apr. 30, 2020	Jan. 31, 2020	Oct. 31, 2019	Jul. 31, 2019	Apr. 30, 2019	Jan. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Numerator [Abstract]
Net income applicable to common stockholders - basic	$ (913)	$ 1,576	$ 2,799	$ 5,071	$ 3,206	$ 7,270	$ 5,798	$ 5,854	$ 8,533	$ 22,128	$ 25,217
Common Stock [Member]
Numerator [Abstract]
Net income applicable to common stockholders - basic									1,849	4,659	5,173
Effect of dilutive securities [Abstract]
Restricted stock awards									34	193	259
Net income applicable to common stockholders - diluted									$ 1,883	$ 4,852	$ 5,432
Denominator [Abstract]
Denominator for basic EPS - weighted average common shares (in shares)									9,144	8,813	8,517
Effect of dilutive securities [Abstract]
Restricted stock awards (in shares)									241	536	597
Denominator for diluted EPS - weighted average common equivalent shares (in shares)									9,385	9,349	9,114
Class A Common Stock [Member]
Numerator [Abstract]
Net income applicable to common stockholders - basic									$ 6,684	$ 17,469	$ 20,044
Effect of dilutive securities [Abstract]
Restricted stock awards									(34)	(193)	(259)
Net income applicable to common stockholders - diluted									$ 6,650	$ 17,276	$ 19,785
Denominator [Abstract]
Denominator for basic EPS - weighted average common shares (in shares)									29,506	29,438	29,335
Effect of dilutive securities [Abstract]
Restricted stock awards (in shares)									70	216	178
Denominator for diluted EPS - weighted average common equivalent shares (in shares)									29,576	29,654	29,513

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Segment Reporting - Concentration Risks (Details)		12 Months Ended
		Oct. 31, 2020 ft² Segment	Oct. 31, 2019	Oct. 31, 2018
Segment Reporting [Abstract]
Number of reportable segments | Segment		1
Ridgeway Significant Tenants [Abstract]
Gross leasable area of properties the Company owned or had equity interest in		5,300,000
Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Gross leasable area of properties the Company owned or had equity interest in		374,000
Percent leased		92.00%	97.00%	96.00%
Sales Revenue, Net [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		100.00%	100.00%	100.00%
Sales Revenue, Net [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		11.20%	10.90%	10.40%
Sales Revenue, Net [Member] | All Other Operating Segments [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		88.80%	89.10%	89.60%
Assets, Total [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage	[1]	100.00%	100.00%
Assets, Total [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		6.40%	6.00%
Assets, Total [Member] | All Other Operating Segments [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		93.60%	94.00%
Base Rent [Member] | Customer Concentration Risk [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		100.00%	100.00%	100.00%
Base Rent [Member] | Customer Concentration Risk [Member] | The Stop & Shop Supermarket Company [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		20.00%	20.00%	20.00%
Base Rent [Member] | Customer Concentration Risk [Member] | Bed, Bath & Beyond [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		14.00%	14.00%	14.00%
Base Rent [Member] | Customer Concentration Risk [Member] | Marshall's Inc., a division of the TJX Companies [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage		10.00%	10.00%	10.00%
Base Rent [Member] | Customer Concentration Risk [Member] | All Other Tenants at Ridgeway [Member] | Ridgeway [Member]
Ridgeway Significant Tenants [Abstract]
Concentration risk, percentage	[2]	56.00%	56.00%	56.00%

[1] Ridgeway did not have any significant expenditures for additions to long-lived assets in any of the fiscal years ended October 31, 2020, 2019 and 2018.

[2] No other tenant accounts for more than 10% of Ridgeway’s annual base rents in any of the three years presented.  Percentages are calculated as a ratio of the tenants' base rent divided by total base rent of Ridgeway.

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ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Segment Reporting - Income Statements (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Oct. 31, 2020	Jul. 31, 2020	Apr. 30, 2020	Jan. 31, 2020	Oct. 31, 2019	Jul. 31, 2019	Apr. 30, 2019	Jan. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Income Statements [Abstract]
Revenues	$ 32,318	$ 28,799	$ 31,280	$ 34,348	$ 34,117	$ 34,392	$ 34,105	$ 34,267	$ 126,745	$ 136,882	$ 134,722
Interest expense									13,508	14,102	13,678
Depreciation and amortization									29,187	27,930	28,327
Income from continuing operations	$ 3,386	$ 5,923	$ 7,240	$ 9,521	$ 10,208	$ 11,427	$ 9,960	$ 10,018
Operating Segments [Member]
Income Statements [Abstract]
Revenues									126,745	136,882	134,722
Operating expenses									43,006	45,514	43,402
Interest expense									13,508	14,102	13,678
Depreciation and amortization									29,187	27,930	28,327
Income from continuing operations									26,070	41,613	42,183
Operating Segments [Member] | Ridgeway [Member]
Income Statements [Abstract]
Revenues									14,180	14,859	14,015
Operating expenses									4,424	4,376	4,094
Interest expense									1,673	1,704	1,869
Depreciation and amortization									2,494	2,350	2,616
Income from continuing operations									5,589	6,428	5,436
Operating Segments [Member] | All Other Operating Segments [Member]
Income Statements [Abstract]
Revenues									112,565	122,023	120,707
Operating expenses									38,582	41,138	39,308
Interest expense									11,835	12,398	11,809
Depreciation and amortization									26,693	25,580	25,711
Income from continuing operations									$ 20,481	$ 35,185	$ 36,747

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REAL ESTATE INVESTMENTS (Details) $ in Thousands	Oct. 31, 2020 USD ($) Property	Oct. 31, 2019 USD ($)
Real Estate Investment [Abstract]
Properties owned or have equity interests | Property	81
Real estate investments	$ 916,536	$ 929,990
Retail [Member]
Real Estate Investment [Abstract]
Real estate investments	909,517	920,261
Office [Member]
Real Estate Investment [Abstract]
Real estate investments	7,019	$ 9,729
Consolidated Investment Properties [Member]
Real Estate Investment [Abstract]
Real estate investments	887,857
Consolidated Investment Properties [Member] | Retail [Member]
Real Estate Investment [Abstract]
Real estate investments	880,838
Consolidated Investment Properties [Member] | Office [Member]
Real Estate Investment [Abstract]
Real estate investments	7,019
Unconsolidated Joint Ventures [Member]
Real Estate Investment [Abstract]
Real estate investments	28,679
Unconsolidated Joint Ventures [Member] | Retail [Member]
Real Estate Investment [Abstract]
Real estate investments	28,679
Unconsolidated Joint Ventures [Member] | Office [Member]
Real Estate Investment [Abstract]
Real estate investments	$ 0

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INVESTMENT PROPERTIES (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Properties, net [Abstract]
Gross properties	$ 1,149,182	$ 1,141,770
Accumulated depreciation	(261,325)	(241,154)
Properties, net	$ 887,857	$ 900,616
Maximum [Member]
Rental payments on non-cancelable operating leases [Abstract]
Additional rent based on tenant revenue, as percent of consolidated revenues	1.00%	1.00%	1.00%
Land [Member]
Properties, net [Abstract]
Gross properties	$ 236,654	$ 238,766
Buildings and Improvements [Member]
Properties, net [Abstract]
Gross properties	$ 912,528	$ 903,004

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INVESTMENT PROPERTIES, Significant Investment Property Transactions (Details)	1 Months Ended	12 Months Ended
	Dec. 31, 2018 USD ($)	Oct. 31, 2020 USD ($)	Oct. 31, 2019 USD ($)	Oct. 31, 2018 USD ($)	Dec. 03, 2018 ft²
Significant Investment Property Transactions [Abstract]
Amortization of above and below Market Leases		$ (706,000)	$ (614,000)	$ (1,209,000)
Capital improvements to properties and leasing costs		22,300,000
Additional Capital Investment on Real Property-Stratford, CT		11,300,000
Lakeview Shopping Center [Member]
Significant Investment Property Transactions [Abstract]
Purchase price of property acquired	$ 12,000,000.0
Area of real estate property acquired | ft²					177,000
Land			2,025,000
Building and improvements			10,620,000
Capital improvements to properties and leasing costs		$ 5,800,000
Lakeview Shopping Center [Member] | In-Place Leases [Member]
Significant Investment Property Transactions [Abstract]
Intangible assets			772,000
Intangible liabilities			0
Lakeview Shopping Center [Member] | Above/Below-Market Leases [Member]
Significant Investment Property Transactions [Abstract]
Intangible assets			459,000
Intangible liabilities			$ 1,123,000

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MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS (Details) $ in Thousands	12 Months Ended
	Oct. 31, 2020 USD ($) Bank	Oct. 31, 2019 USD ($)	Oct. 31, 2018 USD ($)
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Real estate pledged as collateral at fair value	$ 540,100
Principal Repayments [Abstract]
2020	0
2021	49,486
2022	0
2023	18,710
2024	82,243
Thereafter	105,224
Total principal repayments	255,663
Scheduled Amortization [Abstract]
2020	7,252
2021	6,500
2022	6,233
2023	6,289
2024	4,052
Thereafter	10,282
Total scheduled amortization	40,608
Total [Abstract]
2020	7,252
2021	55,986
2022	6,233
2023	24,999
2024	86,295
Thereafter	115,506
Total principal and scheduled amortization of debt	296,271
Repayments of borrowings on facility	$ 0	$ 54,095	$ 9,000
Minimum [Member]
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Effective interest rate	3.50%
Maximum [Member]
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Effective interest rate	4.90%
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member]
Total [Abstract]
Maximum borrowing capacity	$ 100,000
Number of syndicated banks | Bank	3
Option, maximum borrowing capacity	$ 150,000
Maturity date	Aug. 23, 2021
Covenant compliance	The Company was in compliance with such covenants at October 31, 2020.
Unsecured revolving line of credit capacity at year end	$ 64,000
Borrowing under revolving credit facility	$ 35,000	25,500
Repayments of borrowings on facility		$ 54,100
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member] | Minimum [Member]
Total [Abstract]
Commitment fee	0.15%
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member] | Maximum [Member]
Total [Abstract]
Commitment fee	0.25%
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member] | Eurodollar [Member] | Minimum [Member]
Total [Abstract]
Basis spread on variable rate	1.35%
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member] | Eurodollar [Member] | Maximum [Member]
Total [Abstract]
Basis spread on variable rate	1.95%
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member] | Prime Rate [Member] | Minimum [Member]
Total [Abstract]
Basis spread on variable rate	0.35%
BNY, Wells Fargo and Bank of Montreal [Member] | Unsecured Revolving Credit Agreement [Member] | Prime Rate [Member] | Maximum [Member]
Total [Abstract]
Basis spread on variable rate	0.95%
BNY, Wells Fargo and Bank of Montreal [Member] | Letter of Credit [Member]
Total [Abstract]
Maximum borrowing capacity	$ 10,000

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MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS, Terms of Notes Payable (Details) $ in Thousands	Oct. 31, 2020 USD ($)
Debt Instruments [Abstract]
Principal amount	$ 296,271

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MORTGAGE NOTES PAYABLE, BANK LINES OF CREDIT AND OTHER LOANS, Refinancings (Details) - USD ($) $ in Millions	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Interest paid	$ 13.3	$ 13.7	$ 13.4
Refinanced First Mortgage [Member] | Darien, CT [Member]
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Basis spread on variable rate	1.65%
Estimated fair value of first mortgage secured by property	$ 25.0
Mortgage Loan Balance - Existing	$ 14.9
New mortgage loan term	10 years
Benchmark interest rate	LIBOR
Fixed interest rate of interest rate derivative	4.815%
Refinanced First Mortgage [Member] | Newark, NJ [Member]
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Estimated fair value of first mortgage secured by property	$ 10.0
Mortgage Loan Balance - Existing	$ 9.1
New mortgage loan term	10 years
Fixed interest rate of interest rate derivative	4.63%
Mortgage Loan [Member] | Lakeview Shopping Center [Member]
Mortgage Notes Payable, Bank Lines of Credit and Other Loans [Abstract]
Basis spread on variable rate	1.75%
Estimated fair value of first mortgage secured by property	$ 12.0
New mortgage loan term	10 years
Benchmark interest rate	LIBOR
Fixed interest rate of interest rate derivative	3.6325%

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CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS, Consolidated Joint Ventures (Details) $ in Millions	1 Months Ended	12 Months Ended
	Aug. 31, 2019 USD ($)	Oct. 31, 2020 USD ($) Investment Property shares	Aug. 21, 2019
Consolidated Joint Ventures [Abstract]
Number of real estate joint venture investments | Investment		5
Number of properties the Company owned or had equity interest in | Property		81
UB Ironbound, LP [Member]
Consolidated Joint Ventures [Abstract]
Ownership interest in consolidated joint venture after redemption			100.00%
Additional investment in consolidated joint venture	$ 3.0
Ownership interest - inception of investment			84.00%
UB Orangeburg, LLC [Member]
Consolidated Joint Ventures [Abstract]
Ownership interest		44.60%
Additional investment in consolidated joint venture		$ 6.8
Ownership interest - inception of investment		2.92%
UB Orangeburg, LLC [Member] | Class A Common Stock [Member]
Consolidated Joint Ventures [Abstract]
Number of shares of common stock included in calculation of regular quarterly cash distribution equivalent to annual cash distribution to non-managing member of subsidiary (in shares) | shares		1
McLean Plaza Associates, LLC [Member]
Consolidated Joint Ventures [Abstract]
Ownership interest		53.00%
Fixed annual distribution		5.05%
UB High Ridge, LLC [Member]
Consolidated Joint Ventures [Abstract]
Ownership interest		16.30%
Additional investment in consolidated joint venture		$ 3.2
Fixed annual distribution		4.58%
Initial net investment amount		$ 5.5
Additional Equity Contributed to Joint Venture		$ 1.5
UB High Ridge, LLC [Member] | Commercial Real Estate [Member]
Consolidated Joint Ventures [Abstract]
Number of properties the Company owned or had equity interest in | Property		3
UB High Ridge, LLC [Member] | Retail Property [Member]
Consolidated Joint Ventures [Abstract]
Number of properties the Company owned or had equity interest in | Property		2
UB High Ridge, LLC [Member] | Retail Property [Member] | Chase Property [Member]
Consolidated Joint Ventures [Abstract]
Number of properties the Company owned or had equity interest in | Property		1
UB High Ridge, LLC [Member] | Retail Property [Member] | CVS [Member]
Consolidated Joint Ventures [Abstract]
Number of properties the Company owned or had equity interest in | Property		1
UB Dumont I, LLC [Member]
Consolidated Joint Ventures [Abstract]
Ownership interest		36.40%
Additional investment in consolidated joint venture		$ 630,000.0
Fixed annual distribution		4.92%
Initial net investment amount		$ 3.9
UB New City, LLC [Member]
Consolidated Joint Ventures [Abstract]
Ownership interest		84.30%
Additional investment in consolidated joint venture		$ 289,300.0
Fixed annual distribution		5.00%
Initial net investment amount		$ 2.4

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CONSOLIDATED JOINT VENTURES AND REDEEMABLE NONCONTROLLING INTERESTS, Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019
Redeemable non-controlling interests [Roll Forward]
Beginning Balance	$ 77,876	$ 78,258
Redemption of UB High Ridge Noncontrolling Interest	(560)	(1,413)
Redemption Value of UB Dumont I, LLC non-controlling interest	0	(630)
uba_ Redemption Value Of UB New City, LLC Non Controlling Interest	(198)	(91)
Redemption Value of UB Ironbound, LP non-controlling interest	0	(2,700)
Change in Redemption Value	(15,047)	4,452
Ending Balance	$ 62,071	$ 77,876

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INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED JOINT VENTURES (Details)	12 Months Ended
	Oct. 31, 2020 USD ($) ft² Subsidiary	Oct. 31, 2019 USD ($)	Oct. 31, 2018 USD ($)
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 28,679,000	$ 29,374,000
Non-recourse first mortgage payable	299,434,000	306,606,000
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal	(6,047,000)	(19,000)	$ 0
Chestnut Ridge [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 12,252,000	$ 12,048,000
Ownership interest	50.00%	50.00%
Area of property | ft²	76,000
Plaza 59 Shopping Centers [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Ownership interest		50.00%
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal		$ (462,000)
Contract sale price of long lived asset held for sale		10,000,000.0
Gateway Plaza [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 6,929,000	$ 6,847,000
Ownership interest	50.00%	50.00%
Area of property | ft²	198,500
In-line space | ft²	27,000
Newly constructed pad site square feet | ft²	3,500
Gateway Plaza [Member] | Non-recourse First Mortgage Payable [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Non-recourse first mortgage payable	$ 11,600,000
Maturity date of debt	Mar. 01, 2024
Stated interest rate	4.20%
Walmart in Gateway Plaza Shopping Center [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Area of property | ft²	168,000
Putnam Plaza Shopping Center [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 2,599,000	$ 3,446,000
Ownership interest	66.67%	66.67%
Area of property | ft²	189,000
Putnam Plaza Shopping Center [Member] | Non-recourse First Mortgage Payable [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Non-recourse first mortgage payable	$ 18,300,000
Maturity date of debt	Nov. 01, 2028
Stated interest rate	4.81%
Midway Shopping Center, L.P. [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 4,233,000	$ 4,384,000
Ownership interest	11.792%	11.792%
Area of property | ft²	247,000
Ownership percentage	25.00%
Excess of carrying amount over underlying equity allocated to real property	$ 7,400,000
Estimated useful life	39 years
Midway Shopping Center, L.P. [Member] | Non-recourse First Mortgage Payable [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Non-recourse first mortgage payable	$ 25,700,000
Maturity date of debt	Dec. 31, 2027
Stated interest rate	4.80%
Applebee's at Riverhead [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 1,943,000	$ 1,926,000
Ownership interest	50.00%	50.00%
Area of property | ft²	5,400
Newly constructed pad site square feet | ft²	7,200
81 Pondfield Road Company [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Investments in and advances to unconsolidated joint ventures	$ 723,000	$ 723,000
Ownership interest	20.00%	20.00%
Gateway Plaza and Applebee's at Riverhead [Member]
Investments in and Advances to Unconsolidated Joint Ventures [Abstract]
Number of wholly-owned subsidiaries involved in acquisition of properties | Subsidiary	2
Ownership percentage	50.00%

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LEASES (Details) - USD ($)		12 Months Ended
		Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Operating lease income [Abstract]
Fixed lease income (Base Rent)		$ 98,678,000	$ 99,845,000	$ 95,734,000
Variable lease income (Cost Recoveries)		28,889,000	32,784,000	31,144,000
Other lease related income, net [Abstract]
Above/below market rent amortization		706,000	614,000	1,209,000
Uncollectible amounts in lease income		(3,916,000)	(956,000)	(857,000)
Reduction in lease income for ASC Topic 842 cash-basis conversion		(3,416,000)	0	0
Total lease income		120,941,000	$ 132,287,000	$ 127,230,000
Future Minimum Rents under Non-Cancelable Operating Leases [Abstract]
2021	[1]	99,312,000
2022		83,631,000
2023		67,486,000
2024		57,996,000
2025		45,831,000
Thereafter		215,138,000
Total		$ 569,394,000

[1] The amounts above are based on existing leases in place at October 31, 2020.

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STOCKHOLDERS' EQUITY, Authorized Stock, Preferred Stock and Common Stock (Details) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Oct. 31, 2019 USD ($) shares	Oct. 31, 2020 USD ($) Director $ / shares shares	Jul. 31, 2020 USD ($)	Apr. 30, 2020 USD ($)	Jan. 31, 2020 USD ($)	Oct. 31, 2019 USD ($) shares	Jul. 31, 2019 USD ($)	Apr. 30, 2019 USD ($)	Jan. 31, 2019 USD ($)	Oct. 31, 2020 USD ($) Vote Director Quarter $ / shares shares	Oct. 31, 2019 USD ($) Vote $ / shares shares	Oct. 31, 2018 USD ($) shares	Sep. 30, 2019 $ / shares
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Shares authorized (in shares) | shares		200,000,000								200,000,000
Excess stock, shares authorized (in shares) | shares	20,000,000	20,000,000				20,000,000				20,000,000	20,000,000
Excess stock issuance threshold ownership percentage	7.50%	7.50%				7.50%				7.50%	7.50%
Proceeds from Issuance of Preferred Stock and Preference Stock | $										$ 17	$ 106,186	$ 0
Preferred Stock Redemption Premium | $		$ 0	$ 0	$ 0	$ 0	$ 2,363	$ 0	$ 0	$ 0	$ 0	$ 2,363	$ 0
Minimum [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Class A Common Stock dividend per share to Common Stock dividend per share										110.00%	110.00%
January 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Jan. 17, 2020
April 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Apr. 17, 2020
July 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Jul. 17, 2020
October 16, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Oct. 16, 2020
January 18, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Jan. 18, 2019
April 19, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Apr. 18, 2019
July 19, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Jul. 19, 2019
October 18, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Dividend payment date										Oct. 18, 2019
Common Shares [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										$ 0.6875	$ 0.98
Ordinary income (in dollars per share)										0.479562	0.69342
Capital gain (in dollars per share)										(0.009284)	0.024624
Non-taxable portion (in dollars per share)										0.217222	0.261956
Common Shares [Member] | January 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.2500
Ordinary income (in dollars per share)										0.174386
Capital gain (in dollars per share)										(0.003376)
Non-taxable portion (in dollars per share)										0.07899
Common Shares [Member] | April 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.2500
Ordinary income (in dollars per share)										0.174386
Capital gain (in dollars per share)										(0.003376)
Non-taxable portion (in dollars per share)										0.07899
Common Shares [Member] | July 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.0625
Ordinary income (in dollars per share)										0.043597
Capital gain (in dollars per share)										(0.000844)
Non-taxable portion (in dollars per share)										0.019747
Common Shares [Member] | October 16, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.1250
Ordinary income (in dollars per share)										0.087193
Capital gain (in dollars per share)										(0.001688)
Non-taxable portion (in dollars per share)										0.039495
Common Shares [Member] | January 18, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.245
Ordinary income (in dollars per share)											0.173355
Capital gain (in dollars per share)											0.006156
Non-taxable portion (in dollars per share)											0.065489
Common Shares [Member] | April 19, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.245
Ordinary income (in dollars per share)											0.173355
Capital gain (in dollars per share)											0.006156
Non-taxable portion (in dollars per share)											0.065489
Common Shares [Member] | July 19, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.245
Ordinary income (in dollars per share)											0.173355
Capital gain (in dollars per share)											0.006156
Non-taxable portion (in dollars per share)											0.065489
Common Shares [Member] | October 18, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.245
Ordinary income (in dollars per share)											0.173355
Capital gain (in dollars per share)											0.006156
Non-taxable portion (in dollars per share)											0.065489
Class A Common Shares [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.77	1.10
Ordinary income (in dollars per share)										0.5371	0.7784
Capital gain (in dollars per share)										(0.0104)	0.0276
Non-taxable portion (in dollars per share)										0.2433	0.294
Class A Common Shares [Member] | January 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.28
Ordinary income (in dollars per share)										0.1953
Capital gain (in dollars per share)										(0.0038)
Non-taxable portion (in dollars per share)										0.0885
Class A Common Shares [Member] | April 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.28
Ordinary income (in dollars per share)										0.1953
Capital gain (in dollars per share)										(0.0038)
Non-taxable portion (in dollars per share)										0.0885
Class A Common Shares [Member] | July 17, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.07
Ordinary income (in dollars per share)										0.0488
Capital gain (in dollars per share)										(0.0009)
Non-taxable portion (in dollars per share)										0.0221
Class A Common Shares [Member] | October 16, 2020 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)										0.14
Ordinary income (in dollars per share)										0.0977
Capital gain (in dollars per share)										(0.0019)
Non-taxable portion (in dollars per share)										$ 0.0442
Class A Common Shares [Member] | January 18, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.275
Ordinary income (in dollars per share)											0.1946
Capital gain (in dollars per share)											0.0069
Non-taxable portion (in dollars per share)											0.0735
Class A Common Shares [Member] | April 19, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.275
Ordinary income (in dollars per share)											0.1946
Capital gain (in dollars per share)											0.0069
Non-taxable portion (in dollars per share)											0.0735
Class A Common Shares [Member] | July 19, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.275
Ordinary income (in dollars per share)											0.1946
Capital gain (in dollars per share)											0.0069
Non-taxable portion (in dollars per share)											0.0735
Class A Common Shares [Member] | October 18, 2019 [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Gross dividend paid per share (in dollars per share)											0.275
Ordinary income (in dollars per share)											0.1946
Capital gain (in dollars per share)											0.0069
Non-taxable portion (in dollars per share)											$ 0.0735
Common Stock [Member] | Common Shares [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Common stock, shares authorized (in shares) | shares	30,000,000	30,000,000				30,000,000				30,000,000	30,000,000
Voting rights per share | Vote										1	1
Shares issued under the dividend reinvestment plan (in shares) | shares										4,451	4,545	4,528
Common Stock available for issuance (in shares) | shares		329,410								329,410
Common Stock [Member] | Class A Common Shares [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Common stock, shares authorized (in shares) | shares	100,000,000	100,000,000				100,000,000				100,000,000	100,000,000
Voting rights per share | Vote										0.05	0.05
Shares issued under the dividend reinvestment plan (in shares) | shares										6,837	5,417	5,766
Common Stock available for issuance (in shares) | shares		380,896								380,896
Preferred Stock [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Preferred stock, shares authorized (in shares) | shares	50,000,000	50,000,000				50,000,000				50,000,000	50,000,000
Preferred Stock [Member] | Series I & J Participating Preferred Stock [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Preferred shares purchaseable per right (in shares) | shares		0.01								0.01
Exercise price per right (in dollars per right)		$ 85								$ 85
Value of common shares as a multiple of the exercise price of the right		200.00%								200.00%
Preferred Stock [Member] | Series I & J Participating Preferred Stock [Member] | Minimum [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Percentage of combined voting power of Common Shares to trigger rights distribution		10.00%								10.00%
Percentage of ownership offer to trigger rights distribution		30.00%								30.00%
Preferred Stock [Member] | 6.75% Series G Cumulative Preferred Stock [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Redemption price (in dollars per share)													$ 25
Preferred stock, dividend rate											6.75%	6.75%
Preferred Stock Redemption Premium | $	$ 2,400
Preferred Stock [Member] | 6.25% Series H Preferred Stock [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Redemption price (in dollars per share)		$ 25								$ 25
Preferred stock, dividend rate										6.25%	6.25%	6.25%
Number of quarters with cumulative arrearage of quarterly dividends to trigger the election of additional board members by holders of preferred stock | Quarter										6
Number of directors redeemable preferred stockholders are entitled to elect | Director		2								2
Redemption date of preferred stock										Sep. 18, 2022
Preferred Stock [Member] | 5.875% Series K Cumulative Preferred Stock [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Redemption price (in dollars per share)		$ 25								$ 25
Preferred stock, dividend rate										5.875%	5.875%
Number of quarters with cumulative arrearage of quarterly dividends to trigger the election of additional board members by holders of preferred stock | Quarter										6
Number of directors redeemable preferred stockholders are entitled to elect | Director		2								2
Redemption date of preferred stock										Oct. 01, 2024
Excess Stock [Member]
Authorized Stock, Preferred Stock, and Common Stock [Abstract]
Excess stock, shares authorized (in shares) | shares	20,000,000	20,000,000				20,000,000				20,000,000	20,000,000

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STOCKHOLDERS' EQUITY, Stock Repurchase (Details)	Oct. 31, 2020 shares
Common Stock [Member] | All Share Repurchase Programs [Member]
Stock Repurchase [Abstract]
Number of shares repurchased to date (in shares)	4,600
Class A Common Stock [Member] | Current Program [Member]
Stock Repurchase [Abstract]
Number of shares repurchased to date (in shares)	195,413
Class A Common Stock [Member] | All Share Repurchase Programs [Member]
Stock Repurchase [Abstract]
Number of shares repurchased to date (in shares)	919,991
Class A Common Shares, Common Shares, Series G Preferred Stock and Series H Preferred Stock [Member] | Current Program [Member]
Stock Repurchase [Abstract]
Number of shares authorized for repurchase (in shares)	2,000,000

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STOCK COMPENSATION AND OTHER BENEFIT PLANS (Details) - USD ($)		1 Months Ended	12 Months Ended
	Dec. 17, 2019	Mar. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Savings Plan [Abstract]
Company contributions to 401K Plan			$ 253,000	$ 224,000	$ 220,000
Common Shares [Member]
Non-vested shares, number of shares [Roll forward]
Granted (in shares)	105,850
Class A Common Stock [Member]
Non-vested shares, number of shares [Roll forward]
Granted (in shares)	125,800
Restricted Stock [Member]
Restricted Stock Plan [Abstract]
Grant date fair value of restricted stock grants awarded to participants			5,000,000.0
Unamortized restricted stock compensation			$ 12,700,000
Weighted average period for recognizing unamortized expense			4 years 9 months 18 days
Compensation expense			$ 5,523,000	$ 4,336,000	$ 4,394,000
Allocated Share Based Payment Related to Former Chairman			$ 1,400,000
Restricted Stock [Member] | Common Shares [Member]
Restricted Stock Plan [Abstract]
Number of shares authorized (in shares)			350,000
Non-vested shares, number of shares [Roll forward]
Non-vested, beginning of period (in shares)			1,146,100
Granted (in shares)			105,450
Vested (in shares)			(327,000)
Forfeited (in shares)			0
Non-vested at July 31, 2020			924,550	1,146,100
Non-vested shares, weighted-average grant-date fair value [Roll forward]
Non-vested, beginning of period (in dollars per share)			$ 17.52
Granted (in dollars per share)			19.59
Vested (in dollars per share)			17.71
Forfeited (in dollars per share)			0
Non-vested, end of period (in dollars per share)			$ 17.69	$ 17.52
Restricted Stock [Member] | Class A Common Stock [Member]
Restricted Stock Plan [Abstract]
Number of shares authorized (in shares)			350,000
Non-vested shares, number of shares [Roll forward]
Non-vested, beginning of period (in shares)			463,225
Granted (in shares)			120,800
Vested (in shares)			(92,375)
Forfeited (in shares)			(700)
Non-vested at July 31, 2020			490,950	463,225
Non-vested shares, weighted-average grant-date fair value [Roll forward]
Non-vested, beginning of period (in dollars per share)			$ 21.07
Granted (in dollars per share)			23.96
Vested (in dollars per share)			22.20
Forfeited (in dollars per share)			23.23
Non-vested, end of period (in dollars per share)			$ 21.56	$ 21.07
Restricted Stock [Member] | Class A Common Shares or Common Shares [Member]
Restricted Stock Plan [Abstract]
Number of shares authorized (in shares)			5,500,000
Restricted Stock Plan [Member]
Non-vested shares, weighted-average grant-date fair value [Roll forward]
Number of additional shares authorized (in shares)		1,000,000
Restricted Stock Plan [Member] | Class A Common Shares or Common Shares [Member]
Restricted Stock Plan [Abstract]
Number of shares authorized (in shares)			4,800,000

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FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2017
Fair Value Measurements [Abstract]
Increase (decrease) in redemption value of noncontrolling interest	$ (15,047)	$ 4,452	$ (2,674)
Redemption Value of UB Ironbound, LP non-controlling interest	0	(2,700)
Estimated fair value of mortgage notes payable and other loans	316,000	311,000
Recurring [Member]
Liabilities [Abstract]
Interest Rate Swap Agreements	13,300	6,754
Redeemable noncontrolling interests	62,071	77,876
Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Liabilities [Abstract]
Interest Rate Swap Agreements	0	0
Redeemable noncontrolling interests	9,921	24,968
Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member]
Liabilities [Abstract]
Interest Rate Swap Agreements	13,300	6,754
Redeemable noncontrolling interests	51,604	52,362
Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member]
Liabilities [Abstract]
Interest Rate Swap Agreements	0	0
Redeemable noncontrolling interests	$ 546	546		$ 2,768
UB Ironbound, LP ("Ironbound") [Member]
Fair Value Measurements [Abstract]
Increase (decrease) in redemption value of noncontrolling interest		478
Redemption Value of UB Ironbound, LP non-controlling interest		$ (2,700)

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COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	12 Months Ended
	Oct. 31, 2020 USD ($)
COMMITMENTS AND CONTINGENCIES [Abstract]
Commitments for tenant related obligations	$ 7.6

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QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Oct. 31, 2020	Jul. 31, 2020	Apr. 30, 2020	Jan. 31, 2020	Oct. 31, 2019	Jul. 31, 2019	Apr. 30, 2019	Jan. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Unaudited Quarterly Results of Operations [Abstract]
Revenues	$ 32,318	$ 28,799	$ 31,280	$ 34,348	$ 34,117	$ 34,392	$ 34,105	$ 34,267	$ 126,745	$ 136,882	$ 134,722
Income from continuing operations	3,386	5,923	7,240	9,521	10,208	11,427	9,960	10,018
Net Income Attributable to Urstadt Biddle Properties Inc.	2,500	4,988	6,212	8,483	9,170	10,333	8,860	8,917	22,183	37,280	37,467
Preferred Stock Dividends	(3,413)	(3,412)	(3,413)	(3,412)	(3,601)	(3,063)	(3,062)	(3,063)	(13,650)	(12,789)	(12,250)
Redemption of Preferred Stock	0	0	0	0	(2,363)	0	0	0	0	(2,363)	0
Net Income (Loss) Applicable to Common and Class A Common Stockholders	$ (913)	$ 1,576	$ 2,799	$ 5,071	$ 3,206	$ 7,270	$ 5,798	$ 5,854	8,533	22,128	25,217
Class A Common Stock [Member]
Unaudited Quarterly Results of Operations [Abstract]
Net Income (Loss) Applicable to Common and Class A Common Stockholders									$ 6,684	$ 17,469	$ 20,044
Basic [Abstract]
Common Stock (in dollars per share)	$ (0.02)	$ 0.04	$ 0.07	$ 0.14	$ 0.09	$ 0.19	$ 0.16	$ 0.16	$ 0.23	$ 0.59	$ 0.68
Diluted [Abstract]
Common Stock (in dollars per share)	(0.02)	0.04	0.07	0.13	0.08	0.19	0.15	0.16	$ 0.22	$ 0.58	$ 0.67
Common Stock [Member]
Unaudited Quarterly Results of Operations [Abstract]
Net Income (Loss) Applicable to Common and Class A Common Stockholders									$ 1,849	$ 4,659	$ 5,173
Basic [Abstract]
Common Stock (in dollars per share)	(0.02)	0.04	0.07	0.12	0.08	0.17	0.14	0.14	$ 0.20	$ 0.53	$ 0.61
Diluted [Abstract]
Common Stock (in dollars per share)	$ (0.02)	$ 0.04	$ 0.07	$ 0.12	$ 0.07	$ 0.17	$ 0.14	$ 0.14	$ 0.20	$ 0.52	$ 0.60

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SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions	Dec. 15, 2020	Dec. 17, 2019
Restricted Stock Awards [Abstract]
Fair value of shares awarded		$ 3.0
Common Stock [Member]
Restricted Stock Awards [Abstract]
Number of shares awarded (in shares)		105,850
Class A Common Shares [Member]
Restricted Stock Awards [Abstract]
Number of shares awarded (in shares)		125,800
Dividend Declared [Member] | Common Stock [Member]
Dividends Declared [Abstract]
Dividends payable, date declared	Dec. 15, 2020
Cash dividends declared (in dollars per share)	$ 0.125
Dividends payable, date to be paid	Jan. 15, 2021
Dividends payable, record date	Jan. 05, 2021
Dividend Declared [Member] | Class A Common Shares [Member]
Dividends Declared [Abstract]
Dividends payable, date declared	Dec. 15, 2020
Cash dividends declared (in dollars per share)	$ 0.14
Dividends payable, date to be paid	Jan. 15, 2021
Dividends payable, record date	Jan. 05, 2021

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SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION, Part I (Details) - USD ($) $ in Thousands		12 Months Ended
		Oct. 31, 2020		Oct. 31, 2019		Oct. 31, 2018		Oct. 31, 2017
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 296,271
Initial Cost to Company [Abstract]
Land	[1]	227,705
Building & Improvements	[1]	786,858
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	8,949
Building & Improvements	[1]	125,670
Amount at which Carried at Close of Period [Abstract]
Land	[1]	236,654
Building & Improvements	[1]	912,528
TOTAL		1,149,182	[1],[2]	$ 1,141,770	[2]	$ 1,118,075	[2]	$ 1,090,402
Accumulated Depreciation		261,325	[1],[3]	$ 241,154		$ 218,653		$ 195,020
Office Buildings [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	0
Initial Cost to Company [Abstract]
Land	[1]	2,076
Building & Improvements	[1]	6,378
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	3,012
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,076
Building & Improvements	[1]	9,390
TOTAL	[1]	11,466
Accumulated Depreciation	[1],[3]	4,448
Office Buildings [Member] | Greenwich, CT 1 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	0
Initial Cost to Company [Abstract]
Land	[1]	708
Building & Improvements	[1]	1,641
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	258
Amount at which Carried at Close of Period [Abstract]
Land	[1]	708
Building & Improvements	[1]	1,899
TOTAL	[1]	2,607
Accumulated Depreciation	[1],[3]	$ 898
Date Constructed/Acquired	[1]	2001
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Office Buildings [Member] | Greenwich, CT 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	488
Building & Improvements	[1]	1,139
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	622
Amount at which Carried at Close of Period [Abstract]
Land	[1]	488
Building & Improvements	[1]	1,761
TOTAL	[1]	2,249
Accumulated Depreciation	[1],[3]	$ 826
Date Constructed/Acquired	[1]	2000
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Office Buildings [Member] | Greenwich, CT 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	570
Building & Improvements	[1]	2,359
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	1,219
Amount at which Carried at Close of Period [Abstract]
Land	[1]	570
Building & Improvements	[1]	3,578
TOTAL	[1]	4,148
Accumulated Depreciation	[1],[3]	$ 1,607
Date Constructed/Acquired	[1]	1998
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Office Buildings [Member] | Greenwich, CT 4 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	199
Building & Improvements	[1]	795
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(1)
Building & Improvements	[1]	582
Amount at which Carried at Close of Period [Abstract]
Land	[1]	198
Building & Improvements	[1]	1,377
TOTAL	[1]	1,575
Accumulated Depreciation	[1],[3]	$ 715
Date Constructed/Acquired	[1]	1993
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Office Buildings [Member] | Greenwich, CT 5 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	111
Building & Improvements	[1]	444
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	1
Building & Improvements	[1]	331
Amount at which Carried at Close of Period [Abstract]
Land	[1]	112
Building & Improvements	[1]	775
TOTAL	[1]	887
Accumulated Depreciation	[1],[3]	$ 402
Date Constructed/Acquired	[1]	1994
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Retail Properties [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 296,271
Initial Cost to Company [Abstract]
Land	[1]	225,629
Building & Improvements	[1]	780,480
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	8,949
Building & Improvements	[1]	122,658
Amount at which Carried at Close of Period [Abstract]
Land	[1]	234,578
Building & Improvements	[1]	903,138
TOTAL	[1]	1,137,716
Accumulated Depreciation	[1],[3]	256,877
Retail Properties [Member] | Bronxville, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	0
Initial Cost to Company [Abstract]
Land	[1]	60
Building & Improvements	[1]	239
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	95
Building & Improvements	[1]	771
Amount at which Carried at Close of Period [Abstract]
Land	[1]	155
Building & Improvements	[1]	1,010
TOTAL	[1]	1,165
Accumulated Depreciation	[1],[3]	$ 279
Date Constructed/Acquired	[1]	2009
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Yonkers, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	30
Building & Improvements	[1]	121
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	183
Building & Improvements	[1]	734
Amount at which Carried at Close of Period [Abstract]
Land	[1]	213
Building & Improvements	[1]	855
TOTAL	[1]	1,068
Accumulated Depreciation	[1],[3]	$ 242
Date Constructed/Acquired	[1]	2009
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Yonkers, NY 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	30
Building & Improvements	[1]	121
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	85
Building & Improvements	[1]	341
Amount at which Carried at Close of Period [Abstract]
Land	[1]	115
Building & Improvements	[1]	462
TOTAL	[1]	577
Accumulated Depreciation	[1],[3]	$ 131
Date Constructed/Acquired	[1]	2009
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | New Milford, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,114
Building & Improvements	[1]	8,456
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	71
Building & Improvements	[1]	609
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,185
Building & Improvements	[1]	9,065
TOTAL	[1]	11,250
Accumulated Depreciation	[1],[3]	$ 2,918
Date Constructed/Acquired	[1]	2008
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | New Milford, CT 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	4,492
Building & Improvements	[1]	17,967
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	166
Building & Improvements	[1]	3,500
Amount at which Carried at Close of Period [Abstract]
Land	[1]	4,658
Building & Improvements	[1]	21,467
TOTAL	[1]	26,125
Accumulated Depreciation	[1],[3]	$ 5,943
Date Constructed/Acquired	[1]	2010
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Newark, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 10,327
Initial Cost to Company [Abstract]
Land	[1]	5,252
Building & Improvements	[1]	21,023
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	1,531
Amount at which Carried at Close of Period [Abstract]
Land	[1]	5,252
Building & Improvements	[1]	22,554
TOTAL	[1]	27,806
Accumulated Depreciation	[1],[3]	$ 7,559
Date Constructed/Acquired	[1]	2008
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Waldwick, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,266
Building & Improvements	[1]	5,064
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	41
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,266
Building & Improvements	[1]	5,105
TOTAL	[1]	6,371
Accumulated Depreciation	[1],[3]	$ 1,678
Date Constructed/Acquired	[1]	2007
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Emerson, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 256
Initial Cost to Company [Abstract]
Land	[1]	3,633
Building & Improvements	[1]	14,531
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	1,808
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,633
Building & Improvements	[1]	16,339
TOTAL	[1]	19,972
Accumulated Depreciation	[1],[3]	$ 5,771
Date Constructed/Acquired	[1]	2007
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Pelham, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,694
Building & Improvements	[1]	6,843
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	149
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,694
Building & Improvements	[1]	6,992
TOTAL	[1]	8,686
Accumulated Depreciation	[1],[3]	$ 2,577
Date Constructed/Acquired	[1]	2006
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Stratford,CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 23,540
Initial Cost to Company [Abstract]
Land	[1]	10,173
Building & Improvements	[1]	40,794
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	3,914
Building & Improvements	[1]	22,966
Amount at which Carried at Close of Period [Abstract]
Land	[1]	14,087
Building & Improvements	[1]	63,760
TOTAL	[1]	77,847
Accumulated Depreciation	[1],[3]	$ 22,613
Date Constructed/Acquired	[1]	2005
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Yorktown Heights, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	5,786
Building & Improvements	[1]	23,221
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	15,590
Amount at which Carried at Close of Period [Abstract]
Land	[1]	5,786
Building & Improvements	[1]	38,811
TOTAL	[1]	44,597
Accumulated Depreciation	[1],[3]	$ 11,673
Date Constructed/Acquired	[1]	2005
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Rye, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	909
Building & Improvements	[1]	3,637
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	376
Amount at which Carried at Close of Period [Abstract]
Land	[1]	909
Building & Improvements	[1]	4,013
TOTAL	[1]	4,922
Accumulated Depreciation	[1],[3]	$ 1,726
Date Constructed/Acquired	[1]	2004
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Rye, NY 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	483
Building & Improvements	[1]	1,930
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	113
Amount at which Carried at Close of Period [Abstract]
Land	[1]	483
Building & Improvements	[1]	2,043
TOTAL	[1]	2,526
Accumulated Depreciation	[1],[3]	$ 843
Date Constructed/Acquired	[1]	2004
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Rye, NY 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	239
Building & Improvements	[1]	958
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	64
Amount at which Carried at Close of Period [Abstract]
Land	[1]	239
Building & Improvements	[1]	1,022
TOTAL	[1]	1,261
Accumulated Depreciation	[1],[3]	$ 417
Date Constructed/Acquired	[1]	2004
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Rye, NY 4 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	695
Building & Improvements	[1]	2,782
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	20
Amount at which Carried at Close of Period [Abstract]
Land	[1]	695
Building & Improvements	[1]	2,802
TOTAL	[1]	3,497
Accumulated Depreciation	[1],[3]	$ 1,189
Date Constructed/Acquired	[1]	2004
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Somers, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	4,318
Building & Improvements	[1]	17,268
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	412
Amount at which Carried at Close of Period [Abstract]
Land	[1]	4,318
Building & Improvements	[1]	17,680
TOTAL	[1]	21,998
Accumulated Depreciation	[1],[3]	$ 7,800
Date Constructed/Acquired	[1]	2003
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Westport, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,076
Building & Improvements	[1]	8,305
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	647
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,076
Building & Improvements	[1]	8,952
TOTAL	[1]	11,028
Accumulated Depreciation	[1],[3]	$ 4,020
Date Constructed/Acquired	[1]	2003
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Orange, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,320
Building & Improvements	[1]	10,564
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	6,008
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,320
Building & Improvements	[1]	16,572
TOTAL	[1]	18,892
Accumulated Depreciation	[1],[3]	$ 5,395
Date Constructed/Acquired	[1]	2003
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Stamford, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 46,456
Initial Cost to Company [Abstract]
Land	[1]	17,964
Building & Improvements	[1]	71,859
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	6,650
Amount at which Carried at Close of Period [Abstract]
Land	[1]	17,964
Building & Improvements	[1]	78,509
TOTAL	[1]	96,473
Accumulated Depreciation	[1],[3]	$ 38,849
Date Constructed/Acquired	[1]	2002
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Danbury, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,459
Building & Improvements	[1]	4,566
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	903
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,459
Building & Improvements	[1]	5,469
TOTAL	[1]	7,928
Accumulated Depreciation	[1],[3]	$ 2,784
Date Constructed/Acquired	[1]	2002
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Briarcliff, NY 1 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,222
Building & Improvements	[1]	5,185
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	1,234
Building & Improvements	[1]	8,881
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,456
Building & Improvements	[1]	14,066
TOTAL	[1]	17,522
Accumulated Depreciation	[1],[3]	$ 4,215
Date Constructed/Acquired	[1]	2001
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Somers, NY 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,833
Building & Improvements	[1]	7,383
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	3,661
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,833
Building & Improvements	[1]	11,044
TOTAL	[1]	12,877
Accumulated Depreciation	[1],[3]	$ 5,433
Date Constructed/Acquired	[1]	1999
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Retail Properties [Member] | Briarcliff, NY 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	380
Building & Improvements	[1]	1,531
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	143
Amount at which Carried at Close of Period [Abstract]
Land	[1]	380
Building & Improvements	[1]	1,674
TOTAL	[1]	2,054
Accumulated Depreciation	[1],[3]	$ 945
Date Constructed/Acquired	[1]	1999
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Briarcliff, NY 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 14,232
Initial Cost to Company [Abstract]
Land	[1]	2,300
Building & Improvements	[1]	9,708
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	2
Building & Improvements	[1]	2,623
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,302
Building & Improvements	[1]	12,331
TOTAL	[1]	14,633
Accumulated Depreciation	[1],[3]	$ 6,386
Date Constructed/Acquired	[1]	1998
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Ridgefield, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	900
Building & Improvements	[1]	3,793
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	291
Building & Improvements	[1]	3,288
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,191
Building & Improvements	[1]	7,081
TOTAL	[1]	8,272
Accumulated Depreciation	[1],[3]	$ 2,806
Date Constructed/Acquired	[1]	1998
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Darien, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 24,227
Initial Cost to Company [Abstract]
Land	[1]	4,260
Building & Improvements	[1]	17,192
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	700
Amount at which Carried at Close of Period [Abstract]
Land	[1]	4,260
Building & Improvements	[1]	17,892
TOTAL	[1]	22,152
Accumulated Depreciation	[1],[3]	$ 9,910
Date Constructed/Acquired	[1]	1998
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Eastchester, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,500
Building & Improvements	[1]	6,128
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	2,929
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,500
Building & Improvements	[1]	9,057
TOTAL	[1]	10,557
Accumulated Depreciation	[1],[3]	$ 4,724
Date Constructed/Acquired	[1]	1997
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years
Retail Properties [Member] | Danbury, CT 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	3,850
Building & Improvements	[1]	15,811
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	5,206
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,850
Building & Improvements	[1]	21,017
TOTAL	[1]	24,867
Accumulated Depreciation	[1],[3]	$ 14,067
Date Constructed/Acquired	[1]	1995
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Retail Properties [Member] | Carmel, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,488
Building & Improvements	[1]	5,973
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	339
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,488
Building & Improvements	[1]	6,312
TOTAL	[1]	7,800
Accumulated Depreciation	[1],[3]	$ 3,873
Date Constructed/Acquired	[1]	1995
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Retail Properties [Member] | Somers, NY 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	821
Building & Improvements	[1]	2,600
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	646
Amount at which Carried at Close of Period [Abstract]
Land	[1]	821
Building & Improvements	[1]	3,246
TOTAL	[1]	4,067
Accumulated Depreciation	[1],[3]	$ 1,892
Date Constructed/Acquired	[1]	1992
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years 6 months
Retail Properties [Member] | Wayne, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,492
Building & Improvements	[1]	9,966
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	6,312
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,492
Building & Improvements	[1]	16,278
TOTAL	[1]	18,770
Accumulated Depreciation	[1],[3]	$ 8,190
Date Constructed/Acquired	[1]	1992
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	31 years
Retail Properties [Member] | Newington, NH [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	728
Building & Improvements	[1]	1,997
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	(809)
Amount at which Carried at Close of Period [Abstract]
Land	[1]	728
Building & Improvements	[1]	1,188
TOTAL	[1]	1,916
Accumulated Depreciation	[1],[3]	$ 885
Date Constructed/Acquired	[1]	1979
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Katonah, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,704
Building & Improvements	[1]	6,816
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	56
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,704
Building & Improvements	[1]	6,872
TOTAL	[1]	8,576
Accumulated Depreciation	[1],[3]	$ 1,863
Date Constructed/Acquired	[1]	2010
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Fairfield, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	3,393
Building & Improvements	[1]	13,574
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	153
Building & Improvements	[1]	1,234
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,546
Building & Improvements	[1]	14,808
TOTAL	[1]	18,354
Accumulated Depreciation	[1],[3]	$ 3,516
Date Constructed/Acquired	[1]	2011
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | New Milford, CT 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,168
Building & Improvements	[1]	8,672
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	70
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,168
Building & Improvements	[1]	8,742
TOTAL	[1]	10,910
Accumulated Depreciation	[1],[3]	$ 2,139
Date Constructed/Acquired	[1]	2011
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Eastchester, NY 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,800
Building & Improvements	[1]	7,200
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	78
Building & Improvements	[1]	470
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,878
Building & Improvements	[1]	7,670
TOTAL	[1]	9,548
Accumulated Depreciation	[1],[3]	$ 1,741
Date Constructed/Acquired	[1]	2012
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Orangeburg NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 6,067
Initial Cost to Company [Abstract]
Land	[1]	3,200
Building & Improvements	[1]	12,800
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	30
Building & Improvements	[1]	7,591
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,230
Building & Improvements	[1]	20,391
TOTAL	[1]	23,621
Accumulated Depreciation	[1],[3]	$ 3,905
Date Constructed/Acquired	[1]	2012
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Greenwich, CT Retail 1 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 4,342
Initial Cost to Company [Abstract]
Land	[1]	1,600
Building & Improvements	[1]	6,401
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	28
Building & Improvements	[1]	677
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,628
Building & Improvements	[1]	7,078
TOTAL	[1]	8,706
Accumulated Depreciation	[1],[3]	$ 1,485
Date Constructed/Acquired	[1]	2013
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Various [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	799
Building & Improvements	[1]	3,590
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	79
Building & Improvements	[1]	(59)
Amount at which Carried at Close of Period [Abstract]
Land	[1]	878
Building & Improvements	[1]	3,531
TOTAL	[1]	4,409
Accumulated Depreciation	[1],[3]	$ 691
Date Constructed/Acquired	[1]	2013
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Greenwich, CT Retail 2 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 5,415
Initial Cost to Company [Abstract]
Land	[1]	1,998
Building & Improvements	[1]	7,994
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	53
Building & Improvements	[1]	283
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,051
Building & Improvements	[1]	8,277
TOTAL	[1]	10,328
Accumulated Depreciation	[1],[3]	$ 1,589
Date Constructed/Acquired	[1]	2013
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | New Providence, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 17,137
Initial Cost to Company [Abstract]
Land	[1]	6,970
Building & Improvements	[1]	27,880
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	463
Building & Improvements	[1]	3,004
Amount at which Carried at Close of Period [Abstract]
Land	[1]	7,433
Building & Improvements	[1]	30,884
TOTAL	[1]	38,317
Accumulated Depreciation	[1],[3]	$ 6,164
Date Constructed/Acquired	[1]	2013
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Chester, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	570
Building & Improvements	[1]	2,280
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(34)
Building & Improvements	[1]	(137)
Amount at which Carried at Close of Period [Abstract]
Land	[1]	536
Building & Improvements	[1]	2,143
TOTAL	[1]	2,679
Accumulated Depreciation	[1],[3]	$ 434
Date Constructed/Acquired	[1]	2012
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Bethel, CT [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	1,800
Building & Improvements	[1]	7,200
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(18)
Building & Improvements	[1]	24
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,782
Building & Improvements	[1]	7,224
TOTAL	[1]	9,006
Accumulated Depreciation	[1],[3]	$ 1,253
Date Constructed/Acquired	[1]	2014
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Bloomfield, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,201
Building & Improvements	[1]	8,804
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	218
Building & Improvements	[1]	2,023
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,419
Building & Improvements	[1]	10,827
TOTAL	[1]	13,246
Accumulated Depreciation	[1],[3]	$ 1,804
Date Constructed/Acquired	[1]	2014
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Boonton, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 6,761
Initial Cost to Company [Abstract]
Land	[1]	3,670
Building & Improvements	[1]	14,680
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	14
Building & Improvements	[1]	209
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,684
Building & Improvements	[1]	14,889
TOTAL	[1]	18,573
Accumulated Depreciation	[1],[3]	$ 2,614
Date Constructed/Acquired	[1]	2014
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Yonkers, NY 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 5,000
Initial Cost to Company [Abstract]
Land	[1]	3,060
Building & Improvements	[1]	12,240
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	333
Building & Improvements	[1]	1,331
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,393
Building & Improvements	[1]	13,571
TOTAL	[1]	16,964
Accumulated Depreciation	[1],[3]	$ 2,098
Date Constructed/Acquired	[1]	2014
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Greenwich, CT Retail 3 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 7,374
Initial Cost to Company [Abstract]
Land	[1]	3,223
Building & Improvements	[1]	12,893
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	6
Building & Improvements	[1]	263
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,229
Building & Improvements	[1]	13,156
TOTAL	[1]	16,385
Accumulated Depreciation	[1],[3]	$ 2,066
Date Constructed/Acquired	[1]	2014
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Greenwich, CT Retail 4 [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 14,313
Initial Cost to Company [Abstract]
Land	[1]	6,257
Building & Improvements	[1]	25,029
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	27
Building & Improvements	[1]	886
Amount at which Carried at Close of Period [Abstract]
Land	[1]	6,284
Building & Improvements	[1]	25,915
TOTAL	[1]	32,199
Accumulated Depreciation	[1],[3]	$ 4,021
Date Constructed/Acquired	[1]	2014
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	40 years
Retail Properties [Member] | Midland Park, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 19,308
Initial Cost to Company [Abstract]
Land	[1]	8,740
Building & Improvements	[1]	34,960
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(44)
Building & Improvements	[1]	568
Amount at which Carried at Close of Period [Abstract]
Land	[1]	8,696
Building & Improvements	[1]	35,528
TOTAL	[1]	44,224
Accumulated Depreciation	[1],[3]	$ 5,490
Date Constructed/Acquired	[1]	2015
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Pompton Lakes, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 18,238
Initial Cost to Company [Abstract]
Land	[1]	8,140
Building & Improvements	[1]	32,560
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(1,250)
Building & Improvements	[1]	(4,083)
Amount at which Carried at Close of Period [Abstract]
Land	[1]	6,890
Building & Improvements	[1]	28,477
TOTAL	[1]	35,367
Accumulated Depreciation	[1],[3]	$ 4,321
Date Constructed/Acquired	[1]	2015
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Wyckoff, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 7,665
Initial Cost to Company [Abstract]
Land	[1]	3,490
Building & Improvements	[1]	13,960
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	17
Building & Improvements	[1]	206
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,507
Building & Improvements	[1]	14,166
TOTAL	[1]	17,673
Accumulated Depreciation	[1],[3]	$ 2,152
Date Constructed/Acquired	[1]	2015
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Kinnelon, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 10,202
Initial Cost to Company [Abstract]
Land	[1]	4,540
Building & Improvements	[1]	18,160
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(28)
Building & Improvements	[1]	3,980
Amount at which Carried at Close of Period [Abstract]
Land	[1]	4,512
Building & Improvements	[1]	22,140
TOTAL	[1]	26,652
Accumulated Depreciation	[1],[3]	$ 4,538
Date Constructed/Acquired	[1]	2015
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Fort Lee, NJ [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	798
Building & Improvements	[1]	3,192
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(14)
Building & Improvements	[1]	(55)
Amount at which Carried at Close of Period [Abstract]
Land	[1]	784
Building & Improvements	[1]	3,137
TOTAL	[1]	3,921
Accumulated Depreciation	[1],[3]	$ 436
Date Constructed/Acquired	[1]	2015
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Harrison, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,000
Building & Improvements	[1]	8,000
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	(10)
Building & Improvements	[1]	1,405
Amount at which Carried at Close of Period [Abstract]
Land	[1]	1,990
Building & Improvements	[1]	9,405
TOTAL	[1]	11,395
Accumulated Depreciation	[1],[3]	$ 1,174
Date Constructed/Acquired	[1]	2015
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Stamford, Ct - Newfield [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 20,773
Initial Cost to Company [Abstract]
Land	[1]	12,686
Building & Improvements	[1]	32,620
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	931
Amount at which Carried at Close of Period [Abstract]
Land	[1]	12,686
Building & Improvements	[1]	33,551
TOTAL	[1]	46,237
Accumulated Depreciation	[1],[3]	$ 3,643
Date Constructed/Acquired	[1]	2016
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Stamford, CT - High Ridge [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	3,691
Building & Improvements	[1]	9,491
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	86
Amount at which Carried at Close of Period [Abstract]
Land	[1]	3,691
Building & Improvements	[1]	9,577
TOTAL	[1]	13,268
Accumulated Depreciation	[1],[3]	$ 1,007
Date Constructed/Acquired	[1]	2016
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Derby, CT - Aldi [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	651
Building & Improvements	[1]	7,652
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	206
Amount at which Carried at Close of Period [Abstract]
Land	[1]	651
Building & Improvements	[1]	7,858
TOTAL	[1]	8,509
Accumulated Depreciation	[1],[3]	$ 786
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Passaic, NJ - Van Houten [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 3,224
Initial Cost to Company [Abstract]
Land	[1]	2,039
Building & Improvements	[1]	5,616
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	1
Building & Improvements	[1]	1,568
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,040
Building & Improvements	[1]	7,184
TOTAL	[1]	9,224
Accumulated Depreciation	[1],[3]	$ 621
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Stamford, CT - High Ridge Center [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 9,411
Initial Cost to Company [Abstract]
Land	[1]	17,178
Building & Improvements	[1]	43,677
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	584
Amount at which Carried at Close of Period [Abstract]
Land	[1]	17,178
Building & Improvements	[1]	44,261
TOTAL	[1]	61,439
Accumulated Depreciation	[1],[3]	$ 4,115
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Stamford, CT - High Ridge Chase [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,376
Building & Improvements	[1]	1,458
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	0
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,376
Building & Improvements	[1]	1,458
TOTAL	[1]	3,834
Accumulated Depreciation	[1],[3]	$ 134
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Greenwich, CT - High Ridge CVS [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 1,092
Initial Cost to Company [Abstract]
Land	[1]	2,295
Building & Improvements	[1]	2,700
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	4
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,295
Building & Improvements	[1]	2,704
TOTAL	[1]	4,999
Accumulated Depreciation	[1],[3]	$ 249
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Waldwick, NJ - Waldwick Plaza [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,761
Building & Improvements	[1]	5,571
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	1
Building & Improvements	[1]	260
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,762
Building & Improvements	[1]	5,831
TOTAL	[1]	8,593
Accumulated Depreciation	[1],[3]	$ 492
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Dumont, NJ - Washington Commons [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 9,438
Initial Cost to Company [Abstract]
Land	[1]	6,646
Building & Improvements	[1]	15,341
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	3
Building & Improvements	[1]	284
Amount at which Carried at Close of Period [Abstract]
Land	[1]	6,649
Building & Improvements	[1]	15,625
TOTAL	[1]	22,274
Accumulated Depreciation	[1],[3]	$ 1,305
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Ridgefield, CT - 470 Main [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	293
Building & Improvements	[1]	2,782
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	0
Building & Improvements	[1]	441
Amount at which Carried at Close of Period [Abstract]
Land	[1]	293
Building & Improvements	[1]	3,223
TOTAL	[1]	3,516
Accumulated Depreciation	[1],[3]	$ 260
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Yonkers, NY - Tanglewood [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	7,525
Building & Improvements	[1]	5,920
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	1
Building & Improvements	[1]	276
Amount at which Carried at Close of Period [Abstract]
Land	[1]	7,526
Building & Improvements	[1]	6,196
TOTAL	[1]	13,722
Accumulated Depreciation	[1],[3]	$ 424
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | New City, NY - New City Retail [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances	[1]	$ 0
Initial Cost to Company [Abstract]
Land	[1]	2,494
Building & Improvements	[1]	631
Cost Capitalized Subsequent to Acquisition [Abstract]
Land	[1]	12
Building & Improvements	[1]	4
Amount at which Carried at Close of Period [Abstract]
Land	[1]	2,506
Building & Improvements	[1]	635
TOTAL	[1]	3,141
Accumulated Depreciation	[1],[3]	$ 39
Date Constructed/Acquired	[1]	2017
Life on which depreciation for building and improvements in latest income statement is computed	[1],[4]	39 years
Retail Properties [Member] | Brewster, NY [Member]
Real Estate and Accumulated Depreciation [Abstract]
Encumbrances		$ 11,473
Initial Cost to Company [Abstract]
Land		4,106
Building & Improvements		10,620
Cost Capitalized Subsequent to Acquisition [Abstract]
Land		2,789
Building & Improvements		916
Amount at which Carried at Close of Period [Abstract]
Land		6,895
Building & Improvements		11,536
TOTAL		18,431
Accumulated Depreciation		$ 575
Date Constructed/Acquired		2019
Life on which depreciation for building and improvements in latest income statement is computed		39 years

[1] RECONCILIATION OF REAL ESTATE-OWNED SUBJECT TO OPERATING LEASES

[2] The aggregate cost for Federal Income Tax purposes for real estate subject to operating leases was approximately $868 million at October 31, 2020.

[3] RECONCILIATION OF ACCUMULATED DEPRECIATION

[4] Tenant improvement costs are depreciated over the life of the related leases, which range from 5 to 20 years.

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SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION, Part II (Details) - USD ($) $ in Thousands		12 Months Ended
		Oct. 31, 2020		Oct. 31, 2019		Oct. 31, 2018
RECONCILIATION OF REAL ESTATE OWNED SUBJECT TO OPERATING LEASES [Roll Forward]
Balance at beginning of the year		$ 1,141,770	[1]	$ 1,118,075	[1]	$ 1,090,402
Property improvements during the year		24,443		18,372		7,781
Properties acquired during the year		0		12,643		22,517
Properties sold during the year		(11,335)		(4,395)		0
Property assets fully depreciated and written off		(5,696)		(2,925)		(2,625)
Balance at end of year	[1]	1,149,182	[2]	1,141,770		1,118,075
RECONCILIATION OF ACCUMULATED DEPRECIATION [Roll Forward]
Balance at beginning of year		241,154		218,653		195,020
Provision during the year charged to income	[3]	27,438		26,427		26,258
Property sold during the year		(1,571)		(1,001)		0
Property assets fully depreciated and written off		(5,696)		(2,925)		(2,625)
Balance at end of year		261,325	[2],[4]	$ 241,154		$ 218,653
Investment in Real Estate, and Accumulated Depreciation [Abstract]
Aggregate cost for federal income tax purposes for real estate subject to operating leases		$ 868,000
Tenant Improvement Costs [Member] | Minimum [Member]
Investment in Real Estate, and Accumulated Depreciation [Abstract]
Life used for depreciation		5 years
Tenant Improvement Costs [Member] | Maximum [Member]
Investment in Real Estate, and Accumulated Depreciation [Abstract]
Life used for depreciation		20 years

[1] The aggregate cost for Federal Income Tax purposes for real estate subject to operating leases was approximately $868 million at October 31, 2020.

[2] RECONCILIATION OF REAL ESTATE-OWNED SUBJECT TO OPERATING LEASES

[3] The depreciation provision represents the expense calculated on real property only.

[4] RECONCILIATION OF ACCUMULATED DEPRECIATION