SEC Filing - Acadia Realty Trust

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3-31-2014 Earnings Release

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 30, 2014

ACADIA REALTY TRUST

(Exact name of registrant as specified in its charter)



Maryland	1-12002	23-2715194
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1311 Mamaroneck Avenue

Suite 260

White Plains, New York 10605

(Address of principal executive offices) (Zip Code)

(914) 288-8100

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425 )

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 2.02.	Results of Operations and Financial Condition.

On April 30, 2014, Acadia Realty Trust (the "Company") issued a press release announcing its consolidated financial results for the quarter ended March 31, 2014. A copy of this press release is attached to this report on Form 8-K as Exhibit 99.1 and incorporated herein by reference. In addition, on April 30, 2014, the Company made available supplemental information concerning the ownership, operations and portfolio of the Company as of and for the quarter ended March 31, 2014. A copy of this supplemental information is attached to this report on Form 8-K as Exhibit 99.2 and incorporated herein by reference. The information included in this Item 2.02, including the information included in Exhibits 99.1 and 99.2 attached hereto, is intended to be furnished solely pursuant to this Item 2.02, and is not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference into any filing under the Securities Act of 1933, as amended ("Securities Act") or the Exchange Act, or otherwise subject to the liabilities of Sections 11 and 12 (a) (2) of the Securities Act.



Item 9.01.	Financial Statements and Exhibits.

(d) Exhibits



Exhibit Number	Description
99.1	Press release of the Company dated April 30, 2014.
99.2	Financial and Operating Reporting Supplement of the Company for the quarter ended March 31, 2014.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ACADIA REALTY TRUST

(Registrant)

Date: May 1, 2014 By: /s/ Jonathan Grisham

Name: Jonathan Grisham

Title: Sr. Vice President

and Chief Financial Officer

Ex. 99.1 2014-3-31 Earnings Press Release

Exhibit 99.1

ACADIA REALTY TRUST REPORTS FIRST QUARTER 2014 OPERATING RESULTS

WHITE PLAINS, NY (April 30, 2014) - Acadia Realty Trust (NYSE: AKR) today reported operating results for the quarter ended March 31, 2014. All per share amounts are on a fully diluted basis. Acadia’s core portfolio (“Core Portfolio”) as discussed below is comprised of properties that are owned in whole or in part by Acadia, other than those it owns through its fund platform (the “Funds”).

First Quarter 2014 Highlights

Earnings


•	First quarter funds from operations (“FFO”) of $0.32 per share, inclusive of acquisition related costs of $0.01


•	Earnings per share (“EPS”) of $0.38, inclusive of gain from disposition of $0.22

Core Portfolio - Strong Same Store NOI Growth and $128.5 Million of Acquisitions


•	Same store net operating income (“NOI”) up 4.3%


•	95.6% portfolio occupancy at March 31, 2014; 96.8% including leased space not yet occupied


•	Closed on $128.5 million of new street retail during and subsequent to the quarter, including a previously announced $44.0 million acquisition


•	In addition, the Company has a current pipeline of $63.9 million

Fund Platform - Fund IV Invests in Next Generation Street Retail in Savannah, Georgia


•	Fund IV entered into a joint venture to acquire and redevelop retail assets located on Broughton Street in downtown Savannah

Balance Sheet - Funding Acquisitions While Maintaining Low Leverage


•	Core Portfolio debt, net of cash on hand and restricted cash related to financings (“Net Debt”), to EBITDA ratio of 4.0x at March 31, 2014 compared to 4.3x at December 31, 2013


•	Net Debt to EBITDA of 4.8x including pro-rata share of Funds at quarter-end


•	Fixed-charge coverage ratio including pro-rata share of Funds of 3.4x for the quarter


•	Combined Net Debt to total equity and debt capitalization (“Total Market Capitalization”) of 24% at March 31, 2014


•	Issued $27.5 million of new equity under the Company’s at-the-market (“ATM”) program

First Quarter 2014 Operating Results

FFO for the quarter ended March 31, 2014 was $18.9 million, up from $16.8 million for the quarter ended March 31, 2013. On a per share basis, FFO for the first quarter 2014 was $0.32 which compares to $0.31 for first quarter 2013.

Net Income from Continuing Operations for the quarter ended March 31, 2014 was $21.6 million, as compared to $9.6 million for the quarter ended March 31, 2013. EPS from continuing operations for the quarter ended March 31, 2014 was $0.38, as compared to $0.18 for the same period for 2013. 2014 Net Income includes

$12.4 million or $0.22 per share of gain realized on the disposition of its Walnut Hill Plaza in Woonsocket, Rhode Island.

Refer to the Financial Highlights below for further detail on operating results and additional disclosures related to FFO.

Core Portfolio - Strong Same Store NOI Growth and $128.5 Million of Street Retail Acquisitions

Same-Store NOI and Occupancy

Core Portfolio same-store NOI increased 4.3% for the first quarter of 2014 as compared to the same period in 2013.

At March 31, 2014, Acadia’s Core Portfolio was 95.6% occupied, up from 95.2% as of December 31, 2013 and was 96.8% leased, including space leased but not yet occupied.

Rent Spreads on New and Renewal Leases

The Company realized an increase in average rents on a GAAP basis, which includes the effect of the straight-lining of rents, of 100.4% on 24,000 square feet of new and renewal leases executed during the quarter ended March 31, 2014. On a contractual rent basis, which excludes straight-line rent, the Company experienced an increase of 73.7% in average rents for these same leases.

Street Retail Acquisitions in New York, Chicago and Connecticut

During and subsequent to the first quarter, Acadia closed on five Core Portfolio acquisitions for an aggregate purchase price of $128.5 million as follows:

Chicago

11 East Walton Street - As previously announced, Acadia acquired the 6,700 square feet of luxury retail space at the base of the Waldorf Astoria Chicago, formerly the Elysian Hotel, for $44.0 million. The property, which is currently occupied by Marc Jacobs and Saint Laurent, is located at the corner of Rush and Walton Streets, across the street from several other Acadia assets.

865 West North Avenue - This 16,000 square foot property, located on the corner of North Avenue and Freemont in the Lincoln Park area of Chicago, is at the epicenter of the North Avenue corridor. The property benefits from excellent visibility, onsite parking and a two-block proximity to the Red Line CTA station. The property, purchased for $14.8 million, is 100% occupied by Forever 21.

Connecticut

61 Main Street - Westport - Purchased for $7.3 million, this 3,400 square foot retail property, which is 100% occupied by Chico’s, is located along the premier retail corridor of the affluent Connecticut suburb of Westport. Located on Main Street, which is home to a high concentration of national and luxury retailers, the property is near Acadia’s 181 Main Street property.

252-256 Greenwich Avenue - Greenwich - Situated across the street from the Company’s 239 Greenwich Avenue location, this 9,100 square foot retail condominium was acquired for $24.4 million. The property, which is leased to Madewell, Calypso St. Barth and Jack Wills, is located on one of the most desirable blocks

on Greenwich Avenue, the primary retail corridor in Greenwich, with neighboring tenants including Ralph Lauren, Tory Burch, Kate Spade, Longchamp and the Gap.

New York

152-154 Spring Street -In connection with this transaction, which was closed subsequent to the quarter, Acadia converted an existing $38.0 million first mortgage loan into an equity investment in this property through the exercise of a purchase option. Totaling 2,900 square feet and occupied by a Kate Spade Saturday, these retail condominiums are located in one of the premier retail corridors in the Soho submarket in Manhattan adding to the Company’s presence elsewhere on Spring Street and on Mercer Street. As part of the transaction, Acadia sold a 10% interest to an unaffiliated joint venture partner, and retained a 90% ownership interest.

In addition, the Company has an additional acquisition pipeline of $63.9 million currently under contract. Although the Company anticipates closing these acquisitions during the second quarter of 2014, they are subject to customary closing conditions, including lender approval for the assumption of existing mortgage debt, and, as such, no assurance can be given that the Company will successfully close on these acquisitions.

Structured Financing Portfolio

As of March 31, 2014, the Company’s structured financing portfolio totaled $119.6 million.

Subsequent to quarter-end, Acadia originated a new $13.0 million first mortgage collateralized by a property located in Chicago. The note bears an effective interest rate of 12.7% and matures October 2015. Additionally, as discussed above, Acadia converted its $38.0 million first mortgage investment in 152-154 Spring Street into an equity position.

Fund Platform - Fund IV Invests in Next Generation Retail in Savannah, Georgia

During the first quarter 2014, Fund IV entered into a 50/50 joint venture with Ben Carter Enterprises for the acquisition and redevelopment of 18 street retail assets located on Broughton Street in downtown Savannah, Georgia. The total cost is projected to be approximately $50.0 million, with the opportunity for additional investments. Fund IV’s investment is structured as senior preferred equity along with a debt component.

Similar to Acadia’s acquisitions in the Bowery in Manhattan, the Savannah investment represents an opportunity to invest in a next-generation street-retail market, where strong retailer demand is anticipated to translate into outsized rental growth as the market matures. To date, Gap Inc. (Gap, Banana Republic) and Urban Outfitters, Inc. (Urban Outfitters, Anthropologie, Free People) have each opened in multiple formats on Broughton Street, along with Marc by Marc Jacobs and Kate Spade.

Fund III Monetization

Subsequent to the first quarter, Fund III completed the disposition of its Sheepshead Bay property located in Brooklyn, NY for a sales price of $20.2 million.

Balance Sheet - Funding Acquisitions While Maintaining Low Leverage

Acadia strengthened an already solid balance sheet during the quarter, further reducing its leverage as evidenced by the following:


•	Core Portfolio fixed-charge coverage ratio of 3.5x for the quarter ended March 31, 2014 improved from 3.0x for the quarter ended December 31, 2013


•	Including the Company’s pro-rata share of Funds, fixed-charge coverage ratio improved to 3.4x from 3.1x for the same periods


•	Core Portfolio ratio of Net Debt to EBITDA was 4.0x at March 31, 2014, an improvement over 4.3x as of December 31, 2013


•	Including the Company’s pro-rata share of Funds, Net Debt to EBITDA improved to 4.8x from 4.9x


•	Combined Net Debt to Total Market Capitalization was 24% at both March 31, 2014 and December 31, 2013

During the quarter, the Company issued $27.5 million under its ATM stock offering program.

Outlook -Earnings Guidance for 2014

The Company reaffirms its previously announced 2014 annual FFO and EPS guidance. On a fully diluted basis, the Company forecasts its 2014 annual FFO will range from $1.30 to $1.40 per share and 2014 EPS from $0.68 to $0.77, excluding acquisition costs and gains from dispositions.

Management Comments

“Our first quarter results demonstrate the attractive positioning of our dual - core and fund - operating platforms,” stated Kenneth F. Bernstein, President and CEO of Acadia Realty Trust. “Not only did our existing core assets produce strong same-store net operating income growth of 4.3%, but also, we continued to source accretive street-retail acquisitions that will further upgrade the quality of our portfolio and strengthen our company’s long-term growth profile. At the same time, through our fund platform, we expanded into a new street-retail market, where retailer demand is already driving robust growth in market rents, and we made continued leasing and development progress across our existing investments. Overall, we have delivered a solid start to 2014, which puts us on track to meet our goals for the year.”

Investor Conference Call

Management will conduct a conference call on Thursday, May 1, 2014 at 2:00 PM ET to review the Company’s earnings and operating results. The live conference call can be accessed by dialing 888-771-4371. The pass code is “36936627” or “Acadia Realty”. The call will also be webcast and can be accessed in a listen-only mode at Acadia’s web site at www.acadiarealty.com. If you are unable to participate during the live webcast, the call will be archived and available on Acadia’s website. Alternatively, to access the replay by phone, dial 888-843-7419, and the passcode will be “36936627#”. The phone replay will be available through Thursday, May 8, 2014.

About Acadia Realty Trust

Acadia Realty Trust, a fully-integrated equity real estate investment trust, is focused on the acquisition, ownership, management and redevelopment of high-quality retail properties located in key street and urban retail corridors as well as suburban locations within high-barrier-to-entry, densely-populated metropolitan areas along the East Coast and in Chicago. Acadia owns, or has an ownership interest in, these properties through its core portfolio and through a series of opportunistic/value-add investment funds. Additional information may be found on the Company’s website at www.acadiarealty.com.

Certain matters in this press release may constitute forward-looking statements within the meaning of federal securities law and as such may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performances or achievements of Acadia to be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. These

forward-looking statements include statements regarding Acadia’s future financial results and its ability to capitalize on potential opportunities arising from continued economic uncertainty. Factors that could cause the Company’s forward-looking statements to differ from its future results include, but are not limited to, those discussed under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent annual report on Form 10-K filed with the SEC on February 26, 2014 (“Form 10-K”) and other periodic reports filed with the SEC, including risks related to: (i) the current global financial environment and its effect on retail tenants; (ii) the Company’s reliance on revenues derived from major tenants; (iii) the Company’s limited control over joint venture investments; (iv) the Company’s partnership structure; (v) real estate and the geographic concentration of the Company’s properties; (vi) market interest rates; (vii) leverage; (viii) liability for environmental matters; (ix) the Company’s growth strategy; (x) the Company’s status as a REIT; (xi) uninsured losses and (xii) the loss of key executives. Copies of the Form 10-K and the other periodic reports Acadia files with the SEC are available on the Company’s website at www.acadiarealty.com. Any forward-looking statements in this press release speak only as of the date hereof. Acadia expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Acadia’s expectations with regard thereto or change in events, conditions or circumstances on which any such statement is based.

(Financial Highlights Follow)

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters ended March 31, 2014 and 2013

(dollars and Common Shares in thousands, except per share data)



	For the Quarters ended
	March 31,
Revenues	2014	2013

Rental income	$ 33,818	$ 28,781
Interest income	3,164	2,898
Expense reimbursements	8,790	7,282
Other property income	197	—
Other income	716	3,328
Total revenues	46,685	42,289
Operating expenses
Property operating	7,811	5,962
Real estate taxes	5,670	5,021
General and administrative	6,896	5,626
Depreciation and amortization	11,587	9,229
Total operating expenses	31,964	25,838

Operating income	14,721	16,451

Equity in earnings of unconsolidated affiliates	3,029	2,250
Loss on extinguishment of debt	(203)	—
Gain on disposition of property	12,387	—
Interest expense and other finance costs	(10,651)	(9,285)
Income from continuing operations before income taxes	19,283	9,416
Income tax (provision) benefit	(168)	139
Income from continuing operations	19,115	9,555

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters ended March 31, 2014 and 2013

(dollars and Common Shares in thousands, except per share data)



	For the Quarters ended
	March 31,
	2014		2013

Operating income from discontinued operations	—		1,624
Income from discontinued operations	—		1,624
Net income	19,115		11,179
Loss (income) attributable to noncontrolling interests:
Continuing operations	2,480		35
Discontinued operations	—		(1,591)

Net loss (income) attributable to noncontrolling interests	2,480		(1,556)

Net income attributable to Common Shareholders	$ 21,595		$ 9,623

Income from continuing operations attributable to
Common Shareholders	$ 21,595		$ 9,590

Income from discontinued operations attributable to Common Shareholders	—		33
Net income attributable to Common Shareholders	21,595		9,623

Less: Net Income attributable to participating securities	(392)		(172)
Net Income attributable to Common Shareholders - basic	$ 21,203		$ 9,451
Weighted average shares for basic earnings per share	55,952		53,497
Net Earnings per share - basic and diluted	$	0.38	$	0.18

Basic and diluted earnings per share - Continuing Operations ²	$	0.38	$	0.18
Basic and diluted earnings per share - Discontinued Operations ²	$	—	$	—

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters ended March 31, 2014 and 2013

(dollars and Common Shares in thousands, except per share data)

RECONCILIATION OF NET INCOME TO FUNDS FROM OPERATIONS ³



	For the Quarters ended
	March 31,
	2014	2013


Net income attributable to Common Shareholders	$ 21,595	$ 9,623

Depreciation of real estate and amortization of leasing costs
(net of noncontrolling interests' share):
Consolidated affiliates	8,140	6,697
Unconsolidated affiliates	713	397
Gain on disposition (net of noncontrolling interests’ share):
Consolidated affiliates	(12,393)	—
Income attributable to noncontrolling interests’ in
Operating Partnership	857	124
Distributions - Preferred OP Units	6	5
Funds from operations	$ 18,918	$ 16,846
Funds from operations per share - Diluted
Weighted average Common Shares and OP Units ⁴	58,419	54,531
Funds from operations, per share	$ 0.32	$ 0.31

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters ended March 31, 2014 and 2013

(dollars in thousands)

RECONCILIATION OF OPERATING INCOME TO NET PROPERTY

OPERATING INCOME (“NOI”) ³



	For the Quarters ended
	March 31,
	2014	2013

Operating income	$ 14,721	$ 16,451

Add back:
General and administrative	6,896	5,626
Depreciation and amortization	11,587	9,229
Less:
Interest income	(3,164)	(2,898)
Straight line rent and other adjustments	(1,726)	2,901

Consolidated NOI	28,314	31,309

Noncontrolling interest in NOI	(8,604)	(13,051)
Pro-rata share of NOI	19,710	18,258
Operating Partnerships’ interest in Opportunity Funds	(1,353)	(2,390)
Operating Partnerships’ share of unconsolidated joint ventures ¹	850	698
NOI - Core Portfolio	$ 19,207	$ 16,566

Note:
¹Does not include share of unconsolidated joint ventures within Opportunity Funds




SELECTED BALANCE SHEET INFORMATION
	As of
	March 31, 2014	December 31, 2013
	(dollars in thousands)

Cash and cash equivalents	$ 72,792	$ 79,189
Rental property, at cost	1,553,503	1,481,700
Total assets	2,345,862	2,264,957
Notes payable	1,108,684	1,039,997
Total liabilities	1,215,061	1,143,369

Notes:

¹ For additional information and analysis concerning the Company’s results of operations, reference is made to the Company’s Quarterly Supplemental Disclosure furnished on Form 8-K to the SEC and included on the Company’s website at www.acadiarealty.com.

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights

For the Quarters ended March 31, 2014 and 2013

(dollars and Common Shares in thousands, except per share data)

Notes (continued):

² Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue Common Shares were exercised or converted into Common Shares. The effect of the conversion of Common OP Units is not reflected in the above table as they are exchangeable for Common Shares on a one-for-one basis. The income allocable to such units is allocated on the same basis and reflected as noncontrolling interests in the consolidated financial statements. As such, the assumed conversion of these units would have no net impact on the determination of diluted earnings per share.

³ The Company considers funds from operations (“FFO”) as defined by the National Association of Real Estate Investment Trusts (“NAREIT”) and net property operating income (“NOI”) to be appropriate supplemental disclosures of operating performance for an equity REIT due to their widespread acceptance and use within the REIT and analyst communities. FFO and NOI are presented to assist investors in analyzing the performance of the Company. They are helpful as they exclude various items included in net income that are not indicative of the operating performance, such as gains (losses) from sales of depreciated property, depreciation and amortization, and impairment of depreciable real estate. In addition, NOI excludes interest expense. The Company’s method of calculating FFO and NOI may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. FFO does not represent cash generated from operations as defined by generally accepted accounting principles (“GAAP”) and is not indicative of cash available to fund all cash needs, including distributions. It should not be considered as an alternative to net income for the purpose of evaluating the Company’s performance or to cash flows as a measure of liquidity. Consistent with the NAREIT definition, the Company defines FFO as net income (computed in accordance with GAAP), excluding gains (losses) from sales of depreciated property, plus depreciation and amortization, impairment of depreciable real estate, and after adjustments for unconsolidated partnerships and joint ventures.

⁴ In addition to the weighted average Common Shares outstanding, basic and diluted FFO also assume full conversion of a weighted average 2,180 and 657 OP Units into Common Shares for the quarters ended March 31, 2014 and 2013, respectively. Diluted FFO also includes the assumed conversion of Preferred OP Units into 25 Common Shares for each of the quarters ended March 31, 2014 and 2013. In addition, diluted FFO also includes the effect of 260 and 437 employee share options, restricted share units and LTIP units for the quarters ended March 31, 2014 and 2013, respectively.

Ex. 99.2 2014-3-31 Supplemental

Exhibit 99.2



Table of Contents
First Quarter 2014



Section I - Financial Information		Section II - Core Portfolio Information

Company Information………………………………………	3	Core Properties………………………………………………………	23
Total Market Capitalization…………………………………	4	Core Top Tenants………………………………………………………	25
Operating Statements		Core Lease Expirations………………………………………………	26
Pro-rata Consolidation………………………………............	5	Core New and Renewal Rent Spreads…………………………………	27
Funds………………………………………………………	6	Core Capital Expenditures……………………………………………	28
Funds from Operations ("FFO"), Adjusted FFO ("AFFO")		Portfolio Demographics………………………………………………	29
and Funds Available for Distribution ("FAD")……………	7
EBITDA……………………………………………………	8
Same Property Net Operating Income……………………....	9	Section III - Fund Information
Fee Income…………………………………………………	10
Balance Sheet - Pro-rata Consolidation……………………	11	Fund Overview………………………………………………………	32
Notes Receivable……………………………………………	12	Fund Properties………………………………………………………	33
Other Information		Fund Lease Expirations………………………………………………	34
2014 Transactional Activity…………………………………	13	Development Activity…………………………………………………	35
2014 Guidance……………………………………………	14	RCP Venture Investments……………………………………………	36
Net Asset Valuation Information……………………………	15
Selected Financial Ratios……………………………………	16
Debt Analysis
Summary……………………………………………………	17	Important Notes………………………………………………………	37
Detail………………………………………………………	18
Maturities……………………………………………………	21

Visit www.acadiarealty.com for additional investor and portfolio information



Company Information

Acadia Realty Trust, a fully-integrated equity real estate investment trust, is focused on the acquisition, ownership, management and redevelopment of high-quality retail properties located in key street and urban retail corridors as well as suburban locations within high-barrier-to-entry, densely-populated metropolitan areas along the East Coast and in Chicago. Acadia owns, or has an ownership interest in, these properties through its core portfolio and through a series of opportunistic/value-add investment funds. Additional information may be found on the Company’s website at www.acadiarealty.com.





Contact Information

	Corporate Headquarters	Investor Relations	New York Stock Exchange
	1311 Mamaroneck Avenue	Jonathan Grisham	Symbol AKR
	Suite 260	Senior Vice President,
	White Plains, NY 10605	Chief Financial Officer
		(914) 288-8142
		jgrisham@acadiarealty.com


Analyst Coverage

	Bank of America / Merrill Lynch	Cowen and Company	KeyBanc Capital Markets, Inc.
	Craig Schmidt - (646) 855-3640	James Sullivan - (646) 562-1380	Todd Thomas - (917) 368-2286
	craig.schmidt@baml.com	james.sullivan@cown.com	tthomas@keybanccm.com

	Bank of Montreal	Green Street Advisors	RBC Capital Markets
	Paul Adornato, CFA - (212) 885-4170	Cedrik LaChance - (949) 640-8780	Rich Moore, CFA - (440) 715-2646
	paul.adornato@bmo.com	clachance@greenst.com	rich.moore@rbccm.com

	Citigroup - Global Markets	J.P. Morgan Securities, Inc.	UBS
	Christy McElroy - (212) 816-6981	Michael W. Mueller, CFA - (212) 622-6689	Ross Nussbaum - (212) 713-2484
	christy.mcelroy@citi.com	michael.w.mueller@jpmorgan.com	ross.nussbaum@ubs.com



Total Market Capitalization
(including pro-rata share of Opportunity Fund debt, dollars in thousands)


								Capitalization
	Percent of		Total Market Capitalization					based on
	Total Equity		$				%	Net Debt ¹	Total Market Capitalization
Equity Capitalization
Total Common Shares Outstanding	96.3%		56,740
Common Operating Partnership ("OP") Units	3.7%		2,196
Combined Common Shares and OP Units			58,936

Share Price at March 31, 2014			$	26.38

Equity Capitalization - Common Shares and OP Units			$	1,554,732
Preferred OP Units			661			²
Total Equity Capitalization			1,555,393				73%	76%

Debt Capitalization
Consolidated debt			1,106,992
Adjustment to reflect pro-rata share of debt			(544,093		)
Total Debt Capitalization			562,899				27%	24%

Total Market Capitalization			$	2,118,292			100%	100%



Weighted Average Outstanding Common Shares and OP Units
(in thousands)
			March 31, 2014							Changes in Total Common Shares Outstanding
							Quarter
Weighted average Common Shares - Basic EPS							55,953			Balance @ 12/31/2013	55,643
Dilutive potential Common Shares							260			Stock Issuance	1,054
Weighted average Common Shares - Diluted EPS							56,213			Other	43
OP Units							2,181
Dilutive potential OP Units							25			Balance @ 3/31/14	56,740
Weighted average Common Shares and OP Units - Diluted FFO							58,419


Notes:
¹ Reflects debt net of Core Portfolio cash balance of	$	40,795
pro-rata share of Funds cash balance of	9,469
and restricted cash relating to City Point financing of	18,687
for ("Net Debt") totaling -	$	68,951
² Represents 188 Series A Preferred OP Units convertible into 25,067 Common OP units multiplied by the Common Share price at quarter end.
³ Fixed-rate debt includes notional principal fixed through interest rate swap transactions.



Income Statements - Pro-rata Consolidation ¹
(in thousands)

	Three months ended March 31, 2014
	Core Portfolio			Funds			Total
CORE PORTFOLIO AND FUND INCOME

PROPERTY REVENUES
Minimum rents	$	20,476		$	2,937		$	23,413
Percentage rents	47			32			79
Expense reimbursements - CAM	2,560			469			3,029
Expense reimbursements - Taxes	2,809			441			3,250
Other property income	44			28			72
Total Property Revenues	25,936			3,907			29,843

PROPERTY EXPENSES
Property operating - CAM	2,729			501			3,230
Other property operating (Non-CAM)	623			250			873
Real estate taxes	3,380			626			4,006
Total Property Expenses	6,732			1,377			8,109

NET OPERATING INCOME - PROPERTIES	19,204			2,530			21,734

OTHER INCOME (EXPENSE)
Interest income	3,151			6			3,157
Straight-line rent income	587			138			725
Above/below market rent	684			205			889
Interest expense	(5,277		)	(907		)	(6,184		)
Amortization of finance costs	(245		)	(129		)	(374		)
Above/below market interest expense	175			24			199
Asset and property management expense	(33		)	(40		)	(73		)
Other income/(expense)	—			(33		)	(33		)
Transaction costs	(638		)	(36		)	(674		)
CORE PORTFOLIO AND FUND INCOME	17,608			1,758			19,366

FEE INCOME
Asset and property management fees	3,964			(39		)	3,925
Transactional fees ²	2,181			—			2,181
Income tax benefit (provision)	(105		)	(12		)	(117		)
Total Fee Income	6,040			(51		)	5,989

PROMOTE, RCP AND OTHER INCOME
Equity in earnings (losses) from RCP investments	—			86			86
Other income	732			—			732
Gain (loss) on extinguishment of debt	—			(72		)	(72		)
Total Promote, RCP and Other Income	732			14			746

GENERAL AND ADMINISTRATIVE	(6,953		)	(50		)	(7,003		)

Depreciation and amortization	(7,995		)	(1,038		)	(9,033		)
Gain on disposition of properties	12,393			—			12,393
Income before noncontrolling interests	21,825			633			22,458

Noncontrolling interest - OP	(839		)	(24		)	(863		)

NET INCOME	$	20,986		$	609		$	21,595

Notes:
¹ Quarterly results are unaudited, although they reflect all adjustments, which in the opinion of management, are necessary for a fair presentation of operating results for the interim periods.
The Company's investments in consolidated and unconsolidated joint ventures are reflected separately for revenues and expenses by calculating its pro-rata share for each of the above line items.
In total, net income agrees with net income as reported in the Company's Form 10Q's and 10K for the corresponding periods.
² Consists of development, construction, leasing and legal fees.



Income Statements - Funds ¹
(in thousands)
	Three months ended March 31, 2014
				AKR Pro-						AKR Pro-					AKR Pro-						AKR Pro-						AKR Pro-						AKR Pro-			Total
				rata share						rata share					rata share						rata share						rata share						rata share			AKR Pro-
	Fund I			22.22%			Mervyns I			22.22%		Fund II			20.00%			Mervyns II			20.00%			Fund III			19.90%			Fund IV			23.12%			rata share

PROPERTY REVENUES
Minimum rents	$	61		$	14		$	—		$	—	$	2,821		$	565		$	—		$	—		$	7,656		$	1,524		$	3,606		$	834		$	2,937
Percentage rents	—			—			—			—		—			—			—			—			129			26			27			6			32
Expense reimbursements - CAM	—			—			—			—		431			86			—			—			1,456			290			402			93			469
Expense reimbursements - Taxes	—			—			—			—		116			23			—			—			1,496			298			521			120			441
Other property income	—			—			—			—		67			13			—			—			71			14			3			1			28
Total Property Revenues	61			14			—			—		3,435			687			—			—			10,808			2,152			4,559			1,054			3,907

PROPERTY EXPENSES
Property operating - CAM	12			3			—			—		685			137			—			—			1,349			268			402			93			501
Other property operating (Non-CAM)	37			8			—			—		568			114			—			—			521			104			102			24			250
Real estate taxes	2			—			—			—		356			71			—			—			2,021			402			662			153			626
Total Property Expenses	51			11			—			—		1,609			322			—			—			3,891			774			1,166			270			1,377

NET OPERATING INCOME - PROPERTIES	10			3			—			—		1,826			365			—			—			6,917			1,378			3,393			784			2,530

OTHER INCOME (EXPENSE)
Interest income	—			—			—			—		3			1			—			—			16			3			10			2			6
Straight-line rent income	—			—			—			—		203			41			—			—			381			76			92			21			138
Straight-line ground rent	—			—			—			—		2			—			—			—			—			—			—			—			—
Above/below market rent	—			—			—			—		—			—			—			—			431			86			516			119			205
Interest expense	(1		)	—			—			—		(2,093		)	(419		)	—			—			(1,542		)	(307		)	(783		)	(181		)	(907		)
Amortization of finance costs	—			—			—			—		(69		)	(14		)	—			—			(220		)	(44		)	(306		)	(71		)	(129		)
Above/below market interest expense	—			—			—			—		—			—			—			—			122			24			—			—			24
Asset and property management expense ²	—			—			—			—		(32		)	(6		)	—			—			(171		)	(34		)	—			—			(40		)
Other income/(expense)	(87		)	(19		)	—			—		—			—			—			—			(76		)	(15		)	4			1			(33		)
Transaction costs	—			—			—			—		—			—			—			—			(10		)	(2		)	(147		)	(34		)	(36		)
Fund INCOME	(78		)	(16		)	—			—		(160		)	(32		)	—			—			5,848			1,165			2,779			641			1,758

FEE INCOME
Asset and property management fees	—			—			—			—		—			—			—			—			41			8			(204		)	(47		)	(39		)
Income tax benefit (provision)	(2		)	—			—			—		(17		)	(3		)	—			—			(44		)	(9		)	—			—			(12		)
Total Fee Income	(2		)	—			—			—		(17		)	(3		)	—			—			(3		)	(1		)	(204		)	(47		)	(51		)

PROMOTE, RCP AND OTHER INCOME
Equity in earnings (losses) from RCP investments	—			—			—			—		—			—			429			86			—			—			—			—			86
Gain on extinguishment of debt	—			—			—			—		—			—			—			—			(360		)	(72		)	—			—			(72		)
Total Promote, RCP and Other Income	—			—			—			—		—			—			429			86			(360		)	(72		)	—			—			14

GENERAL AND ADMINISTRATIVE	82			18			(2		)	—		(60		)	(12		)	(5		)	(1		)	(117		)	(23		)	(140		)	(32		)	(50		)



Depreciation and amortization	(1		)	—		—			—		(513		)	(102		)	—			—			(3,207		)	(638		)	(1,289		)	(298		)	(1,038		)
Income before noncontrolling interest	1			2		(2		)	—		(750		)	(149		)	424			85			2,161			431			1,146			264			633

Noncontrolling interest - OP	—			—		—			—		—			6			(15		)	(3		)	—			(17		)	(43		)	(10		)	(24		)

NET INCOME	$	1		$	2	$	(2	)	$	—	$	(750	)	$	(143	)	$	409		$	82		$	2,161		$	414		$	1,103		$	254		$	609

Notes:
¹ Quarterly results are unaudited, although they reflect all adjustments, which in the opinion of management, are necessary for a fair presentation of operating results for the interim periods. The Company's investments in consolidated and unconsolidated joint ventures are reflected separately for revenues and expenses by calculating its pro-rata share for each of the above line items. In total, net income agrees with net income as reported in the Company's Form 10Q's and 10K for the corresponding periods. The Company currently invests in Funds I, II, III & IV and Mervyn's which are consolidated with the Company's financial statements.
² Funds I, II, III & IV and the Mervyn's entities pay various fees and promotes to the Company. As it is the recipient of such fees, the Company does not recognize its pro-rata share of these expenses.



Funds from Operations ("FFO") ¹
(in thousands)

	2014			2013
	Current			Historic
	Quarter			Quarter
	3 months ended			3 months ended
Funds from operations ("FFO"):	March 31, 2014			March 31, 2013

Net Income	$	21,595		$	9,623
Add back:
Depreciation of real estate and amortization of leasing costs:
(net of noncontrolling interest share)
Consolidated affiliates	8,140			6,544
Unconsolidated affiliates	713			550
Gain on sale of properties (net of noncontrolling interest share)
Consolidated affiliates	(12,393		)	—
Income attributable to noncontrolling interests'
share in Operating Partnership	857			124
Distributions on Preferred OP Units ²	6			5
FFO	$	18,918		$	16,846

Adjusted Funds from operations ("AFFO"):
Diluted FFO	$	18,918		$	16,846
Straight line rent, net	(725		)	(670		)
Straight-line ground rent	—			21
Above/below market rent	(889		)	(604		)
Amortization of finance costs	374			299
Above/below market interest	(199		)	(476		)
Non real estate depreciation	127			102
Leasing commissions	(176		)	(647		)
Tenant improvements	(1,523		)	(1,192		)
Capital expenditures	(444		)	(46		)
Loss (gain) on extinguishment of debt	72			—
AFFO	$	15,535		$	13,633

Funds Available for Distribution ("FAD"):
AFFO	$	15,535		$	13,633
Scheduled principal repayments	(1,465		)	(1,452		)
FAD	$	14,070		$	12,181

Total weighted average shares and OP Units:
Basic	58,159			54,094
Diluted	58,419			54,531

FFO per share:
FFO per share - Basic	$	0.33		$	0.31
FFO per share - Diluted	$	0.32		$	0.31

AFFO per share - Basic	$	0.27		$	0.25
AFFO per share - Diluted	$	0.27		$	0.25

FAD per share - Basic	$	0.24		$	0.23
FAD per share - Diluted	$	0.24		$	0.22

Notes:



¹ Quarterly results are unaudited, although they reflect all adjustments, which in the opinion of management are necessary for a fair presentation of operating results for the interim periods.
² Quarterly Preferred OP Unit distributions are added back for the purposes of calculating diluted FFO. Refer to "Market Capitalization" for weighted-average basic and diluted shares.



EBITDA
(in thousands)

	Current Quarter
	Three months ended March 31, 2014
	Core
	Portfolio			Funds			TOTAL

NET INCOME	$ 20,986			$ 609			$	21,595

Add back:
Depreciation and amortization	7,995			1,038			9,033
Interest expense	5,277			907			6,184
Amortization of finance costs	245			129			374
Above/below market interest	(175		)	(24		)	(199		)
Gain on sale of properties	(12,393		)	—			(12,393		)
Provision for income taxes	105			12			117
Loss on extinguishment of debt	—			72			72
Noncontrolling interest - OP	839			24			863

EBITDA	$	22,879		$	2,767		$	25,646



Core Portfolio
Same Property Performance ¹
(in thousands)



	Three months ended
							Growth in Same
	March 31, 2014			March 31, 2013			Property NOI -

Revenue
Minimum rents	$	16,654		$	15,950		4.6%
Expense reimbursements	4,906			4,396			3.4%
Other property income	193			252			(0.4)%

Total Revenue	21,753			20,598			7.6%

Expenses
Property operating - CAM & Real estate taxes	5,418			4,740			(4.5)%
Other property operating (Non-CAM)	465			640			1.1%

Total Expenses	5,883			5,380			(3.4)%

Same Property NOI - Core properties - Continuing Operations	$	15,870		$	15,218		4.3%

Other same property information
Physical Occupancy	95.2		%	93.8		%
Leased Occupancy	96.6		%	94.2		%

Notes:
¹The above amounts include the pro-rata activity related to the Company's Core consolidated and unconsolidated investments.



Fee income by Fund
(in thousands)

	Fund I		Fund II		Fund III		Fund IV		Other		Total
Current Quarter ended March 31, 2014
Asset and property management fees	$	11	$	643	$	1,440	$	1,751	$	119	$	3,964
Transactional fees	11		1,011		502		185		472		2,181
Total management fees and priority distributions	$	22	$	1,654	$	1,942	$	1,936	$	591	$	6,145



Pro-Rata Consolidated Balance Sheet
(in thousands)
	Consolidated				Noncontrolling			Company's			Pro-Rata
	Balance				Interest in			Interest in			Consolidated
	Sheet				Consolidated			Unconsolidated			Balance
	As Reported ¹				Subsidiaries			Subsidiaries			Sheet ²				Notes
ASSETS
Real estate															¹ The interim consolidated balance sheet is unaudited, although it
Land	$	354,846			$	(105,852	)	$	30,984		$	279,978			reflects all adjustments, which in the opinion of management,
Buildings and improvements	1,192,893				(341,830		)	80,036			931,099				are necessary for the fair presentation of the consolidated
Construction in progress	5,764				(3,275		)	902			3,391				balance sheet for the interim period.
	1,553,503				(450,957		)	111,922			1,214,468
Less: accumulated depreciation	(232,301		)		58,551			(9,173		)	(182,923		)		² The Company currently invests in Funds I, II, III & IV and Mervyns I & II
Net real estate	1,321,202				(392,406		)	102,749			1,031,545				which are consolidated with the Company's financial statements.
															To provide investors with supplemental information, the Company's
Net real estate under development	369,407			³	(299,061		)	2,191			72,537				investments in these joint ventures are reflected above on a pro-rata
															basis by calculating its ownership percentage for each of the asset
Cash and cash equivalents	72,792				(27,180		)	4,652			50,264				and liability line items. Similarly, the presentation also includes
Cash in escrow	19,813				(11,595		)	942			9,160				the Company's pro-rata share of assets and liabilities for
Restricted cash	94,737				(76,050		)	—			18,687				unconsolidated investments which are accounted for under the equity
Investments in and advances to unconsolidated affiliates	178,068				(135,981		)	(41,556		)	531				method of accounting for the Company's financial statements.
Rents receivable, net	6,214				(2,504		)	812			4,522
Straight-line rents receivable, net	23,798				(9,615		)	1,283			15,466
Notes Receivable	119,639				—			215			119,854				³ The components of Net real estate under development are as follows:
Deferred charges, net	29,989				(16,214		)	1,812			15,587				Fund II	$	338,094
Prepaid expenses and other assets	51,369				5,480			2,225			59,074			⁴	Fund III	29,560
Acquired lease intangibles	40,472				(10,166		)	2,624			32,930				Fund IV	280
Assets of discontinued operations	18,362				(15,011		)	—			3,351
															Total Funds	367,934
Total Assets	$	2,345,862			$	(990,303	)	$	77,949		$	1,433,508			Core Portfolio	1,473
															Total	$	369,407
LIABILITIES AND SHAREHOLDERS' EQUITY
															⁴ The components of Prepaid expenses and other assets are as follows:
Mortgage notes payable	$	1,106,612			$	(622,857	)	$	78,764		$	562,519			Due from Fund Investors	$	27,131
Notes payable	380				—			—			380				Prepaid expenses	8,495
Valuation of debt at acquisition, net of amortization	1,692				—			66			1,758				Accrued interest on Notes Receivable	6,951
Acquired lease intangibles	22,233				(4,746		)	4,421			21,908				Unsettled ATM Trades	3,832
Accounts payable and accrued expenses	41,472				(17,084		)	2,663			27,051				Contract deposits	2,600
Dividends and distributions payable	13,741				—			—			13,741				Other	10,065
Share of losses in excess of inv. in unconsolidated affiliates	8,670				—			(8,670		)	—				Total	$	59,074
Other liabilities	20,155				(5,187		)	705			15,673
Liabilities of discontinued operations	106				(87		)	—			19
Total liabilities	1,215,061				(649,961		)	77,949			643,049

Shareholders' equity:
Common shares	57				—			—			57
Additional paid-in capital	693,633				—			—			693,633
Accumulated other comprehensive loss	(407		)		—			—			(407		)
Retained earnings	46,325				—			—			46,325
Total controlling interest	739,608				—			—			739,608
Noncontrolling interest in subsidiary	391,193				(340,342		)	—			50,851
Total shareholders' equity	1,130,801				(340,342		)	—			790,459

Total Liabilities and Shareholders' Equity	$	2,345,862			$	(990,303	)	$	77,949		$	1,433,508



Notes Receivable
(in thousands)

						Balance at										Underlying third-party
	Balance at		First			March 31, 2014						Stated	Effective			first mortgage
	December 31, 2013		Quarter					Accrued				Interest	Interest	Maturity	Extension
Investment	Principal		Activity			Principal		Interest		Total		Rate	Rate ¹	Dates	Options	Amount	Maturity Dates


First mortgage notes	$	60,669	$	(6,400	)	$	54,269	$	717	$	54,986	5.86%	6.01%	2014 to 2015	—	n/a	n/a

Mezzanine and other notes	65,987		(617		)	65,370		6,236		71,606		12.62%	12.89%	2016 to 2020	—	293,919	2014 thru 2019

Total notes receivable	$	126,656	$	(7,017	)	$	119,639	$	6,953	$	126,592	9.55%	9.77%

Note:
¹ Inclusive of points and exit fees.



2014 Transactional Activity
(in thousands)

Acquisitions:

Property Name	Purchase Price		Ownership %	Month of Transaction	Location	Key Tenants

Core Portfolio:

Included with 2013 transaction totals
11 E. Walton	$	44,000	100%	January	Chicago, IL	Marc Jacobs, Saint Laurent

2014 Transactions

61 Main Street	$	7,300	100%	February	Westport, CT	Chico's
865 W. North Avenue	14,750		100%	March	Chicago, IL	Forever 21
252-256 Greenwich Avenue	24,450		100%	March	Greenwich, CT	Madwell, Calypso St. Barth, Jack Wills
152-154 Spring Street	38,000		90%	April	New York, NY	Kate Spade Saturday

Total	$	84,500

Funds:

Fund IV:

Broughton Street Portfolio	$	9,400	50%	February-April	Savannah, GA	—

Dispositions

Property Name	Disposition Price		Ownership %	Month of Transaction	Location	Key Tenants

Core Portfolio:

Walnut Hill ¹	$	22,865	100%	March	Woonsocket, RI	Sears

Funds:

Fund III:

Sheepshead Bay	$	20,200	100%	April	Brooklyn, NY	—

Structured Finance Investments:

Investment	Loan Amount		Effective Interest Rate	Month of Transaction	Maturity Date

Core Portfolio:

First Mortgage	$	13,000	12.7%	April	October, 2015

Note:
¹ Represents non-recourse debt balance on Walnut Hill which was foreclosed on during March, 2014.



2014 Guidance
(in millions except per share amounts, all per share amounts are fully diluted)



		2014 Guidance	2013 Actual
Overall:

Fully diluted Common Shares and OP Units		59,000 - 61,000	55,954

Full year Funds from Operations ("FFO") per share		$1.30 to $1.40	$1.20

Earnings per Share ("EPS")	¹	$0.68 to $0.77	$0.72


FFO Components:

Core and pro-rata share of Fund ("Fund") portfolio income		$80.5 to $85.0	$70.3

Asset and property management fee income, net of TRS taxes		$14.5 to $15.0	$17.6

Transactional fee income, net of TRS taxes		$6.0 to $6.5	$6.3

Promote, RCP and other income, net of TRS taxes		$0.5 to $1.0	$(0.6)

General and administrative expense		$(25.5) to $(25.0)	$(26.4)

Total		$76.0 to $82.5	$67.2

Note:

¹Excludes transaction costs of $0.01 and the gain on the disposition of property, of $0.22 for the period ended March 31, 2014.



Net Asset Valuation Information
(in thousands)

	CORE					FUND I						FUND II								FUND III							FUND IV
						Fund Level		AKR pro-rata share				Fund Level				AKR Pro-rata Share				Fund Level				AKR pro-rata share			Fund Level				AKR pro-rata share
	Quarterly			Annualized (x4)				%		$		Quarterly		Annualized (x4)		%		$		Quarterly		Annualized (x4)		%	$		Quarterly		Annualized (x4)		%	$
Current NOI
Net Operating Income - Continuing Operations	$	19,204	¹	$	76.816	—						$	1,826	$	7,304	20.00	%	$	1,461	$	6.917	$	27,668	19.90%	$	5.506	$	3.393	$	13,572	23.12%	$	3,138
Less:
(Income)/ loss from pre-stabilized assets ³												—		—				—		(1,092)		(4,368)			(869)		(1,732)		(6,928)			(1,602)
(Income)/ loss from development projects ⁴												—		—				—		(162)		(648)			(129)		(32)		(128)			(30)
Net Operating Income of stabilized assets												1,826		7,304				1,461		5,663		22,652			4,508		1,629		6,516			1,506

Costs to Date
Pre-stabilized assets ³														$	—			$	—			$	97,870		$	19,477			$	178,825		$	41,344
Development projects ⁴														314,200				62,840				36,000			7,164				13,000			3,006

Total Costs to Date														$	314,200			$	62,840			$	133,870		$	26,641			$	191.825		$	44.35

NAV Discontinued operations, net of debt														—				—				$	19,500		$	3,881

Debt				$	405,214	$	—							$	328,473			$	60,687			$	282,476		$	45,138			$	199,850		$	36,542

Gross asset value ²						2,500
Net Asset Value						$	2,500	37.78	%	$	945


Notes:
¹ Does not include a full quarter of NOI for those assets purchased during the fourth quarter 2013. See "Transactions Activity" page in this supplemental for descriptions of those acquisitions.
² AKR pro-rata share of Fund I is the promote of 20% plus its co-investment share of the remainder (22% x 80%) for a total of 37.78%.
³ Consists of the following projects:
Fund III:
640 Broadway
654 Broadway
Marcus Ave
Nostrand
Lincoln Park Centre
Fund IV:
719 Lincoln Rd
1650 Meridian Avenue
838 Lincoln Road

2819 Kennedy Blvd

Paramus Plaza

1151 Third Avenue

⁴ See "Redevelopment Activity" page in this supplemental



Selected Financial Ratios
(in thousands)

	Three months ended March 31,							Three months ended March 31,		Three months ended December 31,

	2014			2013				2014		2013
COVERAGE RATIOS ¹							LEVERAGE RATIOS

Fixed-Charge Coverage Ratios							Debt⁴	$	562,899	$ 518,258
							Total Market Capitalization	2,118,292		1,949,014
EBITDA ² divided by:	$	22,879		$	18,844		Debt/Total Market Capitalization	27%		27%
Interest expense	5,277			4,844
Principal Amortization	1,252			607			Debt⁶	493,948		$ 450,232
Preferred Dividends ³	6			5			Total Market Capitalization	2,049,341		1,880,988
Fixed-Charge Coverage Ratio - Core Portfolio	3.5x			3.5x			Net Debt/Total Market Capitalization	24%		24%

EBITDA divided by:	$	25,646		$	22,484		Debt + Preferred Equity (Preferred O.P. Units)	$	563,560	$ 518,880
Interest expense	6,184			5,776			Total Market Capitalization	2,118,292		1,949,014
Principal Amortization	1,465			814			Debt+Preferred Equity/Total Market Capitalization	27%		27%
Preferred Dividends	6			5
Fixed-Charge Coverage Ratio - Core Portfolio							Debt	$	405,214	$ 369,258
and Funds	3.4x			3.4x			EBITDA (Annualized)	91,516		77,732
							Debt/EBITDA - Core Portfolio	4.4x		4.8x
Payout Ratios
							Debt⁵	$	364,419	$ 333,709
Dividends (Shares) & Distributions (OP Units) paid	$	13,741		$	11,763		EBITDA (Annualized)	91,516		77,732
FFO	18,918			16,846			Net Debt/EBITDA - Core Portfolio	4.0x		4.3x
FFO Payout Ratio	73		%	70		%
							Debt⁴	$	562,899	$ 518,258
Dividends (Shares) & Distributions (OP Units) paid	$	13,741		$	11,763		EBITDA (Annualized)	102,584		91,992
AFFO	15,535			13,633			Debt/EBITDA - Core Portfolio and Funds	5.5x		5.6x
AFFO Payout Ratio	88		%	86		%
							Debt⁶	$	493,948	$ 450,232
Dividends (Shares) & Distributions (OP Units) paid	$	13,741		$	11,763		EBITDA (Annualized)	102,584		91,992
FAD	14,070			12,819			Net Debt/EBITDA - Core Portfolio and Funds	4.8x		4.9x
FAD Payout Ratio	98		%	92		%
							NOI (Annualized)	$	76,816	$ 70,256
							Debt	405,214		369,258
Notes:							Debt Yield - Core Portfolio	19%		19%
¹Quarterly results are unaudited, although they reflect all adjustments, which in the opinion of management, are necessary for a fair presentation of operating results for the interim periods. The coverage ratios include the Company's pro-rata share of FFO, AFFO, EBITDA, interest expense and principal amortization related to both the Company's consolidated and unconsolidated investments in joint ventures. ²See page 8 for a calculation of EBITDA. ³Represents preferred distributions on Preferred Operating partnership Units. ⁴Includes the Company's pro-rata share of consolidated and unconsolidated joint venture debt. ⁵Reflects debt net of the current Core Portfolio cash balance at end of period. ⁶Reflects debt net of the current Core Portfolio and pro-rata share of the Funds cash balance at end of period.
							NOI (Annualized)	$	76,816	$ 70,256
							Debt⁵	364,419		333,709
							Net Debt Yield - Core Portfolio	21%		21%

							NOI (Annualized)	$	86,936	$ 79,248
							Debt⁴	562,899		518,258
							Debt Yield - Core Portfolio and Funds	15%		15%

							NOI (Annualized)	$	86,936	$ 79,248
							Debt⁶	493,948		450,232
							Net Debt Yield - Core Portfolio and Funds	18%		18%



Portfolio Debt - Summary
Reconciliation from Pro-Rata Share of Debt to GAAP Debt per Financial Statement
(in thousands)

	Acadia Pro-Rata Share of Debt ²										Reconciliation to Consolidated Debt as Reported
											Add:		Less:			Acadia
	Core Portfolio			Funds			Total				Noncontrolling		Pro-rata Share of			Consolidated
	Principal		Interest	Principal		Interest	Principal		Interest	Fixed vs	Interest Share of		Unconsolidated			Debt
Mortgage Notes Payable	Balance		Rate	Balance		Rate	Balance		Rate	Variable	Consolidated Debt ³		Debt ⁴			As Reported

Fixed-Rate Debt ¹	$	376,491	5.2%	$	70,420	4.7%	$	446,911	5.1%	79%	$	390,849	$	(47,486	)	$	790,274
Variable-Rate Debt	28,723		1.7%	87,265		2.1%	115,988		2.0%	21%	232,009		(31,279		)	316,718

Total	$	405,214	4.9%	$	157,685	3.3%	$	562,899	4.5%	100%	$	622,858	$	(78,765	)	1,106,992
Unamortized premium																1,692
Total debt as reported																$	1,108,684


Notes:
¹ Fixed-rate debt includes notional principal fixed through swap transactions.
² Represents the Company's pro-rata share of debt based on its percent ownership.
³ Represents the noncontrolling interest pro-rata share of consolidated partnership debt based on its percent ownership.
⁴ Represents the Company's pro-rata share of unconsolidated partnership debt based on its percent ownership.



Portfolio Debt - Detail
(in thousands)

		Principal Balance at			Acadia's Pro-rata Share				Interest	Maturity	Extension
Property	Entity	March 31, 2014			Percent	Amount			Rate	Date	Options

CORE PORTFOLIO

Fixed-Rate Debt
Clark Diversey	Acadia	$	4,152		100.0%	$	4,152		6.35%	7/1/2014	None
New Loudon Center	Acadia	13,297			100.0%	13,297			5.64%	9/6/2014	None
Crossroads Shopping Center	Crossroads JV	57,970			49.0%	28,405			5.37%	12/1/2014	None
Crescent Plaza	Acadia	16,673			100.0%	16,673			4.98%	9/6/2015	None
Pacesetter Park Shopping Center	Acadia	11,474			100.0%	11,474			5.12%	11/6/2015	None
Elmwood Park Shopping Center	Acadia	32,605			100.0%	32,605			5.53%	1/1/2016	None
Chicago Portfolio	Acadia	15,483			100.0%	15,483			5.61%	2/1/2016	None
The Gateway Shopping Center	Acadia	19,668			100.0%	19,668			5.44%	3/1/2016	None
330-340 River Street	Acadia	10,846			100.0%	10,846			5.29%	5/1/2016	1 x 60 mos.
Brandywine Town Center	Brandywine JV	166,200			22.2%	36,933			5.99%	7/1/2016	None
Rhode Island Place Shopping Center	Acadia	16,147			100.0%	16,147			6.35%	12/1/2016	None
Convertible Notes	Acadia	380			100.0%	380			3.75%	12/15/2016	None
239 Greenwich Avenue	Acadia	26,000			75.0%	19,500			5.42%	2/11/2017	None
639 West Diversey	Acadia	4,317			100.0%	4,317			6.65%	3/1/2017	None
Merrillville Plaza	Acadia	25,750			100.0%	25,750			5.88%	8/1/2017	None
Georgetown Portfolio	Acadia	18,114			50.0%	9,057			4.72%	12/10/2027	None
Interest rate swaps¹	Acadia	111,972			99.8%	111,804			4.15%	Various

Sub-Total Fixed-Rate Debt		551,048				376,491			5.17%

Variable-Rate Debt

Unsecured Line of Credit²	Acadia	15,000			100.0%	15,000			Libor + 155	1/31/2016	1 x 12 mos.
664 N. Michigan	Acadia	45,000			100.0%	45,000			Libor + 165	6/28/2018	1 x 60 mos.
Unsecured Term Loan	Acadia	50,000			100.0%	50,000			Libor + 140	11/25/2018	None
4401 N White Plains Road	Acadia	6,234			100.0%	6,234			Libor + 190	9/1/2022	None
28 Jericho Turnpike	Acadia	16,059			100.0%	16,059			Libor + 190	1/23/2023	None
60 Orange Street	Acadia	8,402			98.0%	8,234			Libor + 175	4/3/2023	None
Interest rate swaps¹	Acadia	(111,972		)	99.8%	(111,804		)	Libor + 190

Sub-Total Variable-Rate Debt		28,723				28,723			Libor + 160

Total Core Portfolio Debt		$	579,771			$	405,214		4.92%

Portfolio Debt - Detail (continued)
(in thousands)

		Principal Balance at			Acadia's Pro-rata Share				Interest	Maturity	Extension
Property	Entity	March 31, 2014			Percent	Amount			Rate	Date	Options

Funds

Fixed-Rate Debt
Lincoln Road⁶	Fund III	$	19,384		18.9%	$	3,665		6.14%	8/11/2014	None
CityPoint	Fund II	20,000			18.8%	3,766			7.25%	11/1/2014	None
Arundel Plaza⁷	Fund III	8,920			17.9%	1,598			5.60%	4/1/2015	None
216th Street ³	Fund II	25,500			19.8%	5,054			5.80%	10/1/2017	None
CityPoint	Fund II	198,500			18.8%	37,375			4.75%	^{2019 9}	None



CityPoint ⁸	Fund II	5,262			18.8%	991			1.00%	8/23/2019	None
Interest rate swaps¹	Funds II & III	94,525			19%	17,971			3.64%	Various

Sub-Total Fixed-Rate Debt		372,091				70,420			4.71%

Variable-Rate Debt

210 Bowery	Fund IV	$	4,600		23.1%	$	1,064		Libor + 195	6/1/2014	1 x 12 mos.
Parkway Crossing ⁷	Fund III	13,238			17.9%	2,372			Libor + 220	1/1/2015	2 x 12 mos.
Liberty Avenue³	Fund II	9,061			19.8%	1,796			Libor + 275	4/30/2015	None
640 Broadway	Fund III	22,750			10%	2,264			Libor + 295	7/1/2015	1 x 12 mos.
CityPoint	Fund II	20,650			18.8%	3,888			Libor + 350	8/12/2015	None
CityPoint	Fund II	20,000			18.8%	3,766			Libor + 500	8/23/2015	1 x 12 mos.
Cortlandt Towne Center	Fund III	84,550			19.9%	16,825			Libor + 165	10/26/2015	None
New Hyde Park Shopping Center	Fund III	7,745			19.9%	1,541			Libor + 225	11/10/2015	2 x 12 mos.
Acadia Strategic Opportunity IV LLC ⁴	Fund IV	73,650			23.1%	17,028			Libor + 165	11/20/2015	1 x 12 mos.
Nostrand Avenue	Fund III	12,437			19.9%	2,475			Libor + 265	2/1/2016	2 x 12 mos.
Heritage Shops	Fund III	24,500			19.9%	4,876			Libor + 155	2/28/2016	2 x 12 mos.
Promenade at Manassas	Fund IV	25,000			22.8%	5,696			Libor + 140	11/19/2016	2 x 12 mos.
Lincoln Park Centre	Fund III	23,000			19.9%	4,578			Libor + 145	12/3/2016	2 x 12 mos.
654 Broadway	Fund III	9,000			19.9%	1,791			Libor + 188	3/7/2017	2 x 12 mos.
161st Street ³	Fund II	29,500			19.8%	5,847			Libor + 250	4/1/2018	None
Lincoln Road	Fund IV	84,000			22.0%	18,450			Libor + 160	6/14/2018	None
Paramus Plaza	Fund IV	12,600			11.6%	1,457			Libor + 170	2/20/2019	None
White City Shopping Center ⁵	Fund III	56,952			16.7%	9,522			Libor + 215	2/19/2021	None
Interest rate swaps ¹	Funds II & III	(94,525		)	19.0%	(17,971		)	Libor + 232

Sub-Total Variable-Rate Debt		438,708				87,265			Libor + 193

Total Funds Portfolio Debt		$	810,799			$	157,685		3.26%

Total Debt		$	1,390,570			$	562,899		4.46%

Portfolio Debt - Notes
(in thousands)

¹ The Company has hedged a portion of its variable-rate debt with variable to fixed-rate swap agreements
² This is an unsecured revolving facility which has a current capacity up to $150,000 and can be increased to $300,000.
The interest rate will vary based on levels of leverage. As of March 31, 2014, the interest rate is LIBOR + 155 basis points.
³ Fund II is a 99.1% joint venture partner on this investment. As such, Acadia's pro-rata share of the above debt is 99.1% x 20.0%, or 19.8%.
⁴ Total current availability under this facility is $150,000. Fund IV also has the ability to increase the size of this facility to a total of $248,203.
⁵ Fund III is an 84.0% joint venture partner on this investment. As such, Acadia's pro-rata share of the above debt is 84.0% x 19.9%, or 16.7%.
⁶ Fund III is a 95.0% joint venture partner on this investment. As such, Acadia's pro-rata share of the above debt is 95.0% x 19.9%, or 18.9%.
⁷ Fund III is a 90.0% joint venture partner on this investment. As such, Acadia's pro-rata share of the above debt is 90.0% x 19.9%, or 17.9%.
⁸ This loan was made in connection with the New Markets Tax Credit and contains a borrower option to purchase the loan at the end of the term.
⁹ The maturity date of this loan is five years after the final advancing of funds which is currently anticipated to occur by the end of 2014.



Future Debt Maturities¹
(in thousands)

Core Portfolio
	Total Debt Maturities						Acadia's Pro-rata Share						Weighted Average Interest Rate of Maturing Debt
	Scheduled						Scheduled
Year	Amortization		Maturities		Total		Amortization		Maturities		Total		Total Debt		Fixed-Rate Debt		Variable-Rate Debt

2014	$	3,713	$	74,404	$	78,117	$	3,158	$	45,278	$	48,436	5.47	%	5.47	%	n/a
2015	3,681		27,344		31,025		3,517		27,344		30,861		5.04	%	5.04	%	n/a
2016	2,104		272,951		275,055		1,934		143,685		145,619		5.88	%	5.88	%	n/a
2017	1,460		54,549		56,009		1,281		48,049		49,330		5.72	%	5.72	%	n/a
2018	1,247		95,000		96,247		1,059		95,000		96,059		1.57	%	n/a		1.57	%
Thereafter	7,944		35,374		43,318		5,947		28,962		34,909		2.99	%	4.72	%	2.03	%
Total	$	20,149	$	559,622	$	579,771	$	16,896	$	388,318	$	405,214





Funds
	Total Debt Maturities						Acadia's Pro-rata Share						Weighted Average Interest Rate of Maturing Debt
	Scheduled						Scheduled
Year	Amortization		Maturities		Total		Amortization		Maturities		Total		Total Debt		Fixed-Rate Debt		Variable-Rate Debt

2014	$	2,665	$	52,687	$	55,352	$	471	$	10,224	$	10,695	5.74	%	6.71	%	2.98	%
2015	2,740		248,542		251,282		482		48,777		49,259		2.54	%	5.60	%	2.44	%
2016	927		83,897		84,824		166		17,422		17,588		2.02	%	n/a		2.02	%
2017	777		88,819		89,596		125		15,914		16,039		4.02	%	5.80	%	2.77	%
2018	162		113,500		113,662		19		24,297		24,316		2.00	%	n/a		2.00	%
Thereafter	28		216,055		216,083		5		39,783		39,788		4.65	%	4.65	%	n/a
Total	$	7,299	$	803,500	$	810,799	$	1,268	$	156,417	$	157,685

Note:
¹ Does not include any applicable extension options



Core Portfolio Retail Properties - Detail
														Leased								Annualized
		Year	Acadia's		Gross Leaseable Area			In Place Occupancy						Occupancy		Annualized Base Rent PSF						Base Rent
Property	Key Tenants	Acquired	interest		Anchors	Shops	Total	Anchors		Shops		Total		Total		Anchors		Shops		Total		Total

STREET RETAIL
Chicago Metro

664 N. Michigan Avenue	Tommy Bahama, Ann Taylor Loft	2013	100.0	%	—	18,141	18,141	—		100.0	%	100.0	%	100.0	%	$	—	$	232.77	$	232.77	$	4,222,759
Rush and Walton Streets Collection - 6 properties	Lululemon, Brioni, BHLDN, Marc Jacobs	2011/12	100.0	%	—	41,432	41,432	—		100.0	%	100.0	%	100.0	%	—		148.96		148.96		6,171,575
651-671 West Diversey	Trader Joe's, Urban Outfitters	2011	100.0	%	16,500	29,759	46,259	100.0	%	100.0	%	100.0	%	100.0	%	54.55		33.92		41.27		1,909,285
Clark Street and W. Diversey Collection - 3 properties	Ann Taylor, Akira, Hanig Shoes	2011/12	100.0	%	—	23,415	23,415	—		100.0	%	100.0	%	100.0	%	—		50.50		50.50		1,182,403
Halsted and Armitage Collection - 9 properties	Intermix, BCBG, Club Monaco	2011/12	100.0	%	—	44,658	44,658	—		90.0	%	90.0	%	90.0	%	—		43.63		43.63		1,753,649
North Lincoln Park Chicago Collection - 6 properties	Forever 21, Aldo, Carhartt, Chase Bank	2011/14	100.0	%	—	51,255	51,255	—		65.3	%	65.3	%	65.3	%	—		32.33		32.33		1,081,722
					16,500	208,660	225,160	100.0	%	97.0	%	97.2	%	98.2	%	54.55		79.75		77.85		17,041,393
New York Metro
83 Spring Street	Paper Source	2012	100.0	%	—	3,000	3,000	—		100.0	%	100.0	%	100.0	%	—		207.96		207.96		623,884
Mercer Street	3 X 1 Denim	2011	100.0	%	—	3,375	3,375	—		100.0	%	100.0	%	100.0	%	—		120.44		120.44		406,494
West 54th Street	Stage Coach Tavern	2007	100.0	%	—	5,773	5,773	—		92.4	%	92.4	%	100.0	%	—		411.60		411.60		2,195,570
61 Main Street	Chicos	2014	100.0	%	—	3,400	3,400	—		100.0	%	100.0	%	100.0	%	—		103.40		103.40		351,560
181 Main Street	TD Bank	2012	100.0	%	—	11,350	11,350	—		100.0	%	100.0	%	100.0	%	—		74.77		74.77		848,683
4401 White Plains Road	Walgreens	2011	100.0	%	12,964	—	12,964	100.0	%	—		100.0	%	100.0	%	48.21		—		48.21		625,000
Bartow Avenue	Sleepy's	2005	100.0	%	—	14,676	14,676	—		100.0	%	100.0	%	100.0	%	—		31.33		31.33		459,779
239 Greenwich Avenue	Restoration Hardware	1998	75.0	%	—	16,834	16,834	—		100.0	%	100.0	%	100.0	%	—		92.35		92.35		1,554,663
252-264 Greenwich Avenue	Madewell, Calypso, Jack Wills	2014	100.0	%	—	9,172	9,172	—		100.0	%	100.0	%	100.0	%	—		131.14		131.14		1,202,772
Third Avenue	Planet Fitness	2006	100.0	%	21,650	18,670	40,320	100.0	%	100.0	%	100.0	%	100.0	%	21.65		21.79		21.71		875,456
868 Broadway	Dr Martens	2013	100.0	%	—	2,031	2,031	—		100.0	%	100.0	%	100.0	%	—		326.05		326.05		662,202
313-315 Bowery¹	John Varvatos, Patagonia	2013	100.0	%	—	6,600	6,600	—		100.0	%	100.0	%	100.0	%	—		66.00		66.00		435,600
120 West Broadway	HSBC Bank, Citibank	2013	100.0	%	—	13,938	13,938	—		87.1	%	87.1	%	100.0	%	—		141.74		141.74		1,720,569
					34,614	108,819	143,433	100.0	%	97.9	%	98.4	%	100.0	%	31.60		101.98		84.72		11,962,232
District of Columbia Metro
1739-53 & 1801-03 Connecticut Avenue	Ruth Chris Steakhouse, TD Bank	2012	100.0	%	—	22,907	22,907	—		100.0	%	100.0	%	100.0	%	—		55.89		55.89		1,280,164
Rhode Island Place Shopping Center	TJ Maxx	2012	100.0	%	24,996	32,533	57,529	100.0	%	92.3	%	95.7	%	95.7	%	12.50		40.80		27.95		1,537,929
M Street and Wisonsin Corridor - 7 Properties	Lacoste, Juicy Couture, Coach	2011	63.5	%	—	32,324	32,324	—		93.4	%	93.4	%	93.4	%	—		78.11		78.11		2,359,131
					24,996	87,764	112,760	100.0	%	95.4	%	96.4	%	96.4	%	12.50		58.09		47.61		5,177,224
Boston Metro
330-340 River Street	Whole Foods	2012	100.0	%	54,226	—	54,226	100.0	%	—		100.0	%	100.0	%	20.85		—		20.85		1,130,470
					54,226	—	54,226	100.0	%	—		100.0	%	100.0	%	20.85		—		20.85		1,130,470

Total Street Retail					130,336	405,243	535,579	100.0	%	96.9	%	97.7	%	98.5	%	$	26.37	$	81.16	$	67.51	$	35,311,319

Acadia Share Total Street Retail					130,336	388,373	518,709	100.0	%	97.0	%	97.7	%	98.6	%	$	26.37	$	81.31	$	67.19	$	34,060,525

Notes:
General note - The above occupancy and rent amounts do not include space which is currently leased, other than "leased occupancy", but for which rent payment has not yet commenced. Residential and office GLA is excluded. East 17th and
613-623 West Diversey Parkway are under redevelopment
¹ The annualized base rent is reflective of the annual base rent paid to Acadia by the master lessee and does not reflect the rent paid by the retail tenants at the property.





Core Portfolio Retail Properties - Detail (continued)
														Leased					Annualized
		Year	Acadia's		Gross Leaseable Area			Occupancy						Occupancy		Annualized Base Rent PSF			Base Rent
Property	Anchors	Acquired	interest		Anchors	Shops	Total	Anchors		Shops		Total		Total		Anchors	Shops	Total	Total
SUBURBAN PROPERTIES
New Jersey
Elmwood Park Shopping Center	Walgreens, Pathmark (A&P)	1998	100.0	%	62,610	86,460	149,070	100.0	%	95.3	%	97.3	%	97.3	%	25.26	24.77	24.98	3,622,928
Marketplace of Absecon	Rite Aid, Dollar Tree	1998	100.0	%	46,724	57,832	104,556	100.0	%	90.5	%	94.8	%	94.8	%	13.32	15.26	14.35	1,421,546
60 Orange Street	Home Depot	2012	98.0%		101,715	—	101,715	100.0%		—		100.0	%	100.0%		6.83	—	6.83	695,000

New York
Village Commons Shopping Center		1998	100.0	%	—	87,330	87,330	—		100.0	%	100.0	%	100.0	%	—	31.25	31.25	2,729,371
Branch Plaza	LA Fitness, CVS	1998	100.0	%	74,050	52,223	126,273	75.7	%	76.5	%	76.0	%	76.0	%	21.35	30.95	25.34	2,432,202
Amboy Center	Stop & Shop (Ahold)	2005	100.0	%	37,266	26,024	63,290	100.0	%	100.0	%	100.0	%	100.0	%	20.00	46.10	30.73	1,945,137
Pacesetter Park Shopping Center	Stop & Shop (Ahold)	1999	100.0	%	52,052	45,552	97,604	100.0	%	76.2	%	88.9	%	88.9	%	8.48	18.56	12.51	1,085,159
LA Fitness	LA Fitness	2007	100.0	%	55,000	—	55,000	100.0	%	—		100.0	%	100.0	%	25.30	—	25.30	1,391,500
Crossroads Shopping Center	Kmart, Home Goods, Modell's	1998	49.0	%	202,727	107,779	310,506	80.4	%	74.8	%	78.5	%	96.0	%	9.93	44.83	21.47	5,231,941
New Loudon Center	Marshalls, Price Chopper	1993	100.0	%	251,058	4,615	255,673	100.0	%	100.0	%	100.0	%	100.0	%	7.32	28.26	7.70	1,968,427
28 Jericho Turnpike	Kohl's	2012	100.0	%	96,363	—	96,363	100.0	%	—		100.0	%	100.0	%	17.12	—	17.12	1,650,000

Connecticut
Town Line Plaza¹	Wal-Mart, Stop & Shop (Ahold)	1998	100.0	%	163,159	43,187	206,346	100.0	%	88.9	%	97.7	%	97.7	%	14.72	17.74	15.83	1,650,467

Massachusetts
Methuen Shopping Center	Wal-Mart, Market Basket	1998	100.0	%	120,004	10,017	130,021	100.0	%	100.0	%	100.0	%	100.0	%	6.66	22.84	7.91	1,027,936
Crescent Plaza	Home Depot, Shaw's (Supervalu)	1993	100.0	%	156,985	61,152	218,137	100.0	%	71.8	%	92.1	%	92.1	%	7.51	12.06	8.50	1,707,943

Vermont
The Gateway Shopping Center	Shaw's (Supervalu)	1999	100.0	%	73,184	28,471	101,655	100.0	%	100.0	%	100.0	%	100.0	%	19.00	21.87	19.80	2,013,220

Illinois
Hobson West Plaza	Garden Fresh Markets	1998	100.0	%	51,692	47,445	99,137	100.0	%	90.5	%	95.5	%	95.5	%	4.64	21.03	12.08	1,143,189

Indiana
Merrillville Plaza	Art Van Furniture, TJ Maxx	1998	100.0	%	123,369	112,819	236,188	100.0	%	79.4	%	90.1	%	97.0	%	10.72	18.76	14.10	3,002,139

Michigan
Bloomfield Towne Square	Best Buy, Home Goods,	1998	100.0	%	153,839	82,837	236,676	100.0	%	100.0	%	100.0	%	100.0	%	11.12	22.19	14.99	3,548,369
	TJ Maxx, Dick's Sporting Goods
Ohio
Mad River Station	Babies 'R' Us, Office Depot	1999	100.0	%	58,185	67,944	126,129	100.0	%	68.7	%	83.1	%	83.1	%	9.49	16.44	12.58	1,319,606

Delaware
Brandywine Town Center	Lowes, Bed Bath & Beyond,	2003	22.2	%	852,261	48,608	900,869	94.5	%	91.4	%	94.3	%	94.3	%	15.97	20.44	16.20	13,771,219
	Target, Dick's Sporting Goods
Market Square Shopping Center	TJ Maxx, Trader Joe's	2003	22.2	%	42,850	59,197	102,047	100.0	%	100.0	%	100.0	%	100.0	%	17.05	32.33	25.91	2,644,439



Naamans Road		2006	22.2	%	—	19,984	19,984	—		100.0	%	100.0	%	100.0	%	—		43.41		43.41		867,517

Pennsylvania
Mark Plaza	Kmart	1993	100.0	%	104,956	1,900	106,856	100.0	%	100.0	%	100.0	%	100.0	%	1.95		18.95		2.25		240,664
Plaza 422	Home Depot, Dunham Sports	1993	100.0	%	139,968	16,311	156,279	100.0	%	100.0	%	100.0	%	100.0	%	4.83		9.80		5.35		835,956
Route 6 Plaza	Kmart	1994	100.0	%	146,568	29,021	175,589	100.0	%	94.8	%	99.1	%	99.1	%	6.04		13.80		7.27		1,265,198
Chestnut Hill		2006	100.0	%	—	37,646	37,646	—		100.0	%	100.0	%	100.0	%	—		19.16		19.16		721,133
Abington Towne Center²	Target, TJ Maxx	1998	100.0	%	184,616	31,662	216,278	100.0	%	100.0	%	100.0	%	100.0	%	10.50		27.59		19.72		1,157,028

Total Suburban Properties					3,351,201	1,166,016	4,517,217	96.9	%	88.3	%	94.7	%	96.2	%	$	11.89	$	24.78	$	15.19	$	61,089,234

Acadia Share Total Suburban Properties					2,549,559	1,011,654	3,561,213	98.1	%	88.2	%	95.3	%	96.5	%	$	10.76	$	23.30	$	14.32	$	44,964,191

TOTAL CORE PROPERTIES					3,481,537	1,571,259	5,052,796	97.0	%	90.5	%	95.0	%	96.5	%	$	12.50	$	40.35	$	21.21	$	96,400,553

Acadia Share Total Core Properties					2,679,895	1,400,027	4,079,922	98.2	%	90.6	%	95.6	%	96.8	%	$	11.61	$	40.52	$	21.68	$ 79,024,715


Notes:
General note - The above occupancy and rent amounts do not include space which is currently leased, other than "leased occupancy", but for which rent payment has not yet commenced. Residential and office GLA is excluded.
¹ Anchor GLA includes a 97,300 square foot Wal-Mart store which is not owned by the Company. This square footage has been excluded for calculating annualized base rent per square foot
² Anchor GLA includes a 157,616 square foot Target store which is not owned by the Company. This square footage has been excluded for calculating annualized base rent per square foot.



Core Portfolio Top Tenants - Ranked by Annual Base Rent (ABR)

		Pro-Rata
	Number of stores	Combined			Percentage of Total
	in Core				Percentage of
Tenant	portfolio	GLA	Base Rent		Portfolio GLA		Base Rent

LA Fitness	2	100,000	$	2,336,500	2.3	%	3.3	%

Ann Taylor Loft	2	14,174	2,103,946		0.3	%	3	%

Stop and Shop (Ahold)	3	155,177	1,948,635		3.6	%	2.7	%

Supervalu (Shaw's)	2	123,409	1,907,456		2.8	%	2.7	%

Home Depot	3	312,718	1,827,600		7.2	%	2.6	%

TJX Companies	8	209,198	1,625,642		4.8	%	2.3	%
-- TJ Maxx	5	120,123	854,724		2.7%		1.2%
-- Marshalls	1	37,212	167,454		0.9%		0.2%
-- Home Goods	2	51,863	603,464		1.2%		0.9%

Walgreens	3	37,499	1,412,716		0.9	%	2.0	%

Citibank	5	17,283	1,239,117		0.4	%	1.7	%

Kmart	3	273,969	1,170,078		6.3	%	1.7	%

TD Bank	2	15,560	1,028,996		0.4	%	1.5	%

JP Morgan Chase Bank	6	30,344	1,028,751		0.7%		1.5%
Trader Joe's	2	19,094	967,216		0.4%		1.4%
Urban Outfitters	2	19,902	879,450		0.5%		1.2%
Dicks Sporting Goods	2	59,805	860,471		1.4%		1.2%
Sleepy's	5	31,843	852,469		0.7%		1.2%
HSBC Bank	2	5,686	845,879		0.1%		1.2%
Gap (Banana Republic and Old Navy)	3	13,835	844,928		0.3%		1.2%
Rite Aid	2	26,633	764,030		0.6%		1.1%
Dollar Tree	7	70,672	722,059		1.6%		1.0%
Pier 1 Imports	3	24,666	710,192		0.6%		1.0%

TOTAL	67	1,561,467	$	25,076,131	35.9	%	35.5	%


Notes:
General Note - Does not include tenants that operate at only one of Acadia's properties.



Core Portfolio Lease Expirations


	Anchor Tenants								Shop Tenants								Total Tenants
		Gross Leased Area			Base Rent					Gross Leased Area			Base Rent					Gross Leased Area			Base Rent
	No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent
Year	Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total

M to M¹	1	25,000	0.8	%	$	8.25	0.5	%	3	9,954	0.7	%	$	23.43	0.4	%	4	34,954	0.8	%	$	12.57	0.5	%
2014	4	195,594	6.3	%	7.25		3.6	%	38	122,727	8.6	%	36.43		7.8	%	42	318,321	7.0	%	18.50		6.1	%
2015	5	252,594	8.1	%	13.46		8.7	%	34	120,496	8.5	%	25.11		5.3	%	39	373,090	8.2	%	17.22		6.7	%
2016	7	272,962	8.7	%	10.58		7.4	%	56	250,745	17.6	%	25.81		11.3	%	63	523,707	11.5	%	17.87		9.7	%
2017	6	311,806	10.0	%	11.80		9.4	%	51	205,267	14.4	%	38.33		13.7	%	57	517,073	11.4	%	22.33		12.0	%
2018	6	477,582	15.3	%	11.29		13.8	%	55	175,383	12.3	%	33.67		10.3	%	61	652,965	14.4	%	17.30		11.7	%
2019	6	210,728	6.7	%	10.50		5.7	%	21	63,727	4.5	%	66.32		7.4	%	27	274,455	6.0	%	23.47		6.7	%
2020	6	329,713	10.6	%	12.12		10.2	%	23	76,841	5.4	%	45.69		6.1	%	29	406,554	8.9	%	18.46		7.8	%
2021	7	220,653	7.1	%	16.65		9.4	%	17	85,620	6.0	%	37.04		5.5	%	24	306,273	6.7	%	22.35		7.1	%
2022	2	69,837	2.2	%	26.15		4.7	%	24	97,150	6.8	%	50.51		8.6	%	26	166,987	3.7	%	40.32		7.0	%
2023	3	132,322	4.2	%	11.63		3.9	%	16	79,813	5.6	%	45.78		6.4	%	19	212,135	4.7	%	24.48		5.4	%
Thereafter	14	623,328	20.0	%	14.10		22.5	%	23	134,431	9.5	%	73.89		17.3	%	37	757,759	16.7	%	24.71		19.4	%
Total	67	3,122,119	100.0	%	$	12.50	100.0	%	361	1,422,154	100.0	%	$	40.35	100.0	%	428	4,544,273	100.0	%	$	21.21	100.0	%


		254,916	Anchor GLA Owned by Tenants															254,916	Anchor GLA Owned by Tenants
		104,502	Total Vacant							149,105	Total Vacant							253,607	Total Vacant
		3,481,537	Total Square Feet							1,571,259	Total Square Feet							5,052,796	Total Square Feet


Notes:
¹Leases currently under month to month or in process of renewal



Core Portfolio - New and Renewal Rent Spreads ¹



	Period ended
	March 31, 2014
	GAAP ³			Cash²
New leases
Number of new leases executed	3			3
GLA	16,489			16,489
New base rent	$	100.35		$	86.66
Previous base rent (and percentage rent)	$	46.12		$	46.61
Average cost per square foot	$	188.58		$	188.58
Weighted Average Lease Term (years)	11.8			11.8
Percentage growth in base rent	117.6		%	85.9		%

Renewal leases
Number of renewal leases executed	3			3
GLA	7,450			7,450
New base rent	$	27.05		$	25.99
Expiring base rent (and percentage rent)	$	22.23		$	22.23
Average cost per square foot	$	—		$	—
Weighted Average Lease Term (years)	5.3			5.3
Percentage growth in base rent	21.7		%	16.9		%

Total new and renewal Leases
Number of new and renewal leases executed	6			6
GLA commencing	23,939			23,939
New base rent	$	77.54		$	67.78
Expiring base rent (and percentage rent)	$	38.69		$	39.02
Average cost per square foot	$	129.89		$	129.89
Weighted Average Lease Term (years)	9.7			9.7
Percentage growth in base rent	100.4		%	73.7		%


Notes:
¹ Based on lease execution dates. Does not include leased square footage and costs
related to first generation space and the Company's major redevelopment
projects; renewal leases include exercised options.
² Rents have not been calculated on a straight-line basis. Previous/expiring rent is that as of time
of expiration and includes any percentage rent paid as well. New rent is that which is paid at commencement.
³ Rents are calculated on a straight-line basis.



Core Portfolio Capital Expenditures
Current Quarter


	Current Quarter
	3 months ended		Prior Year ended
	March 31, 2014		December 31, 2013


Leasing Commissions	$	176	$	1,676
Tenant Improvements	1,523		4,057
Capital Expenditures	444		2,592
Total Capital Expenditures	$	2,143	$	8,325

Other redevelopment and re-anchoring related activities	—		$ 5,953		¹


Notes:
¹ Consists of $2,278 of costs associated with the re-anchoring of Crossroads, $1,948 of costs associated with the re-tenanting of Merrillville Plaza, $890 of costs associated with the re-anchoring of Branch Plaza and $836k of costs associated with the installation of a new tenant at a Chicago Street Retail asset.



Property Demographics - Core
							3-Mile Radius
				Base		Total	Total	#	Median HH		Avg. HH
	Property	City	State	Rent		GLA	Pop.	HH	Income		Income
	Core - Street Retail

	664 N. Michigan Avenue	Chicago	IL	$	4,222,759	18,141	295,897	163,646	$	74,143	$	115,275
	Rush and Walton Streets Collection - 6 properties	Chicago	IL	6,171,575		41,432	319,505	178,056	75,196		116,122
	613-623 West Diversey Parkway	Chicago	IL	—		653,559	404,680	217,820	70,480		105,904
	651-671 West Diversey	Chicago	IL	1,909,285		46,259	413,506	220,785	70,198		105,234
	Clark Street and W. Diversey Collection - 3 properties	Chicago	IL	1,182,403		23,415	406,523	217,890	70,388		105,694
	Halsted and Armitage Collection - 9 properties	Chicago	IL	1,753,649		44,658	443,549	238,098	72,697		108,583
	North Lincoln Park Chicago Collection - 6 properties	Chicago	IL	1,801,722		51,255	496,377	247,811	68,233		99,096

	83 Spring Street	Manhattan	NY	623,884		3,000	981,658	479,147	85,920		121,994
	Mercer Street	Manhattan	NY	406,494		3,375	942,758	457,309	85,389		121,063
	West 54th Street	Manhattan	NY	2,195,570		5,773	1,249,501	636,418	91,179		137,662
	181 Main Street	Westport	CT	848,683		11,350	46,401	17,290	132,350		187,954
	4401 White Plains Road	Bronx	NY	625,000		12,964	571,325	214,126	52,977		65,542
	Bartow Avenue	Bronx	NY	459,779		14,676	578,872	215,091	47,890		58,583
	239 Greenwich Avenue	Greenwich	CT	1,554,663		16,834	67,092	24,790	112,373		169,820
	252-264 Greenwich Avenue	Greenwich	CT	1,202,772		9,172	67,228	25,117	110,894		176,008
	Third Avenue	Bronx	NY	875,456		40,320	1,239,993	443,231	35,628		49,095
	868 Broadway	Manhattan	NY	662,202		2,031	1,077,976	547,276	91,410		134,095
	313-315 Bowery	Manhattan	NY	435,600		6,600	1,032,158	506,284	85,730		122,785
	120 West Broadway	Manhattan	NY	1,720,569		13,938	878,321	422,645	85,293		121,409

	1739-53 & 1801-03 Connecticut Avenue	Washington	DC	1,280,164		22,907	338,815	164,797	81,801		108,533
	Rhode Island Place Shopping Center	Washington	DC	1,537,929		57,529	348,349	157,678	66,984		86,314
	M Street and Wisconsin Corridor - 7 properties	Georgetown	DC	2,359,131		32,324	321,861	160,430	87,539		114,211


	330-340 River Street	Cambridge	MA	1,130,470		54,226	492,750	214,634	65,037		91,540

Total Core Street Retail
Average - Total				$	713,464	24,199	437,876	217,148	$	66,515	$	97,524
Weighted Average - Based on base rent							455,645	229,330	$	77,876	$	115,134




Property Demographics - Core (continued)
						3-Mile Radius
				Base	Total	Total	#	Median HH	Avg. HH
	Property	City	State	Rent	GLA	Pop.	HH	Income	Income

	Core - Suburban Properties

	Elmwood Park Shopping Center	Elmwood Park	NJ	$ 3,622,928	149,070	252,982	84,585	$ 60,290	$ 69,299
	Marketplace of Absecon	Absecon	NJ	1,421,546	104,556	32,668	11,471	61,717	73,395
	60 Orange Street	Bloomfield	NJ	695,000	101,715	338,909	125,166	56,211	67,492
	Village Commons Shopping Center	Smithtown	NY	2,729,371	87,330	67,473	22,922	109,170	123,046
	Branch Plaza	Smithtown	NY	2,432,202	126,273	67,554	22,991	108,660	122,359
	Amboy Center	Staten Island	NY	1,945,137	63,290	151,900	55,451	87,868	98,504
	Pacesetter Park Shopping Center	Pomona	NY	1,085,159	97,604	36,144	11,216	112,281	126,247
	LA Fitness	Staten Island	NY	1,391,500	55,000	128,131	45,167	79,348	89,832
	Crossroads Shopping Center	White Plains	NY	5,231,941	310,506	109,134	42,516	96,092	118,263
	New Loudon Center	Latham	NY	1,968,427	255,673	42,827	17,479	67,391	81,548
	28 Jericho Turnpike	Westbury	NY	1,650,000	96,363	95,953	29,144	108,872	129,163
	Town Line Plaza	Rocky Hill	CT	1,650,467	206,346	46,399	19,437	72,685	86,521
	Methuen Shopping Center	Methuen	MA	1,027,936	130,021	99,701	34,864	50,705	60,706
	Crescent Plaza	Brockton	MA	1,707,943	218,137	98,838	34,781	57,332	64,961
	The Gateway Shopping Center	So. Burlington	VT	2,013,220	101,655	48,384	19,261	51,446	63,537
	Hobson West Plaza	Naperville	IL	1,143,189	99,137	94,989	34,059	103,910	126,405
	Merrillville Plaza	Hobart	IN	3,002,139	236,188	26,123	10,805	47,909	58,578
	Bloomfield Towne Square	Bloomfield Hills	MI	3,548,369	236,676	56,773	22,617	62,547	94,909
	Mad River Station	Dayton	OH	1,319,606	126,129	65,307	28,938	56,592	69,153
	Mark Plaza	Edwardsville	PA	240,664	106,856	86,196	36,839	37,495	45,983
	Plaza 422	Lebanon	PA	835,956	156,279	45,792	18,157	44,301	52,611
	Route 6 Plaza	Honesdale	PA	1,265,198	175,589	6,832	2,962	37,786	44,999
	Chestnut Hill	Philadelphia	PA	721,133	37,646	147,436	62,292	58,777	77,506
	Abington Towne Center	Abington	PA	1,157,028	216,278	89,439	35,119	78,159	95,124

Total Core Suburban Properties
Average - Total				$ 1,825,252	145,597	93,162	34,510	$ 71,148	$ 85,006
Weighted Average - Based on base rent						92,932	33,906	$ 74,994	$ 90,219

	Brandywine/Mkt Sq./Naamans Rd ¹	Wilmington	DE	17,283,175	1,022,900	507,575	193,705	72,923	88,573

Notes:
¹ Based on 10 mile radius demographics given the unique trade market for this asset. This has been excluded from the average calculations of 3-mile radius due to its unique trade market.



Property Demographics - Funds
							3-Mile Radius
				Base		Total	Total	#		Median HH		Avg. HH
	Property	City	State	Rent		GLA	Pop.	HH		Income		Income

	Fund II
	216th Street	Manhattan	NY	2,574,000		60,000	963,175	337,894		37,629		48,228
	161st Street	Bronx	NY	6,001,724		232,252	1,274,128	450,383		33,329		45,066
	Liberty Avenue	Queens	NY	937,724		26,125	639,405	$	213,464	55,561		67,368

Fund II
Average - Total				$	4,287,862	146,126	958,903	333,914		$	42,173	$	53,554
Weighted Average - Based on base rent							1,180,796	416,619		$	34,620	$	46,015

	Fund III
	Cortlandt Towne Center	Mohegan Lake	NY	9,745,751		639,834	49,966	17,759		84,926		97,340
	640 Broadway	Manhattan	NY	874,566		4,145	1,006,693	496,773		86,613		124,108
	654 Broadway	Manhattan	NY	550,000		2,896	1,007,518	497,906		86,836		124,507
	New Hyde Park Shopping Center	New Hyde Park	NY	1,228,558		32,661	199,698	70,745		102,010		122,658
	White City	Shrewsbury	MA	3,767,077		180,379	99,189	39,649		51,215		62,391
	Parkway Crossing	Parkville	MD	1,977,946		260,241	185,935	74,271		59,022		68,972
	Lincoln Road	Miami Beach	FL	2,815,011		59,677	58,869	33,379		52,126		85,417
	Heritage Shops	Chicago	IL	3,140,685		81,730	288,116	154,272		71,414		110,831
	Lincoln Park Centre	Chicago	IL	1,766,664		62,349	431,527	230,716		73,011		109,736
	Nostrand Avenue	Brooklyn	NY	1,419,065		40,315	544,351	203,713		51,528		65,388
	Arundel Plaza	Glen Burnie	MD	1,451,056		265,116	77,759	29,166		59,786		64,793

Fund III
Average - Total				$ 2,612,398		148,122	359,056	168,032		$	70,772	$	94,195
Weighted Average - Based on base rent							188,650	85,362		$	79,451	$	101,163

	Fund IV
	1701 Belmont Avenue	Catonsville	MD	936,166		58,674	110,450	43,613		60,575		68,732
	Lincoln Road	Miami Beach	FL	5,754,181		54,864	58,869	33,379		52,126		85,417
	2819 Kennedy Boulevard	North Bergen	NJ	100,000		41,477	526,721	241,698		78,834		110,806
	Promenade at Manassas	Manassas	VA	3,322,583		265,442	57,996	18,940		74,390		84,467
	Paramus Plaza	Paramus	NJ	1,781,178		152,060	106,906	37,209		119,131		132,518
	1151 Third Avenue	Manhattan	NY	622,263		12,101	1,270,132	636,996		87,522		131,326
	Lake Montclair	Prince William County	VA	1,913,042		105,850	55,900	18,373		93,338		103,028
	938 W. North Avenue	Chicago	IL	928,510		35,400	453,690	239,813		72,447		108,382

Fund IV
Average - Total				$	1,919,740	90,734	330,083	158,753		$	79,795	$	103,085
Weighted Average - Based on base rent							102,705	47,861		$	91,659	$	127,117

Total - Core and Funds
Average - Total				$	1,849,968	115,817	271,869	121,864		$	68,473	$	88,600
Weighted Average - Based on base rent							154,341	60,326		$	70,461	$	88,042

Overview of Acadia Funds

As of March 31, 2014

FUND I

FUND II

FUND III

FUND IV

Date formed

September 2001

June 2004

May 2007

May 2012

Capital committed

$86.6 million

$300.0 million

$475.0 million

$540.6 million

Capital funded

Fully funded

Fully funded ²

$357.5 million

$106.4 million

As a percentage of commitments

100.0%

75.3%

19.7%

All unfunded capital is anticipated to be used to

complete existing projects

Distributions

$191.5 million

$131.6 million

$235.2 million

As a percentage of funded capital

221.1%

43.9%

65.8%

—%

All original capital and accumulated preferred return

has been paid. Acadia is entitled to a Promote

on all future distributions.

Fund structure

Equity contribution and

22.2% - Acadia

20.0% - Acadia

19.9% - Acadia

23.1% - Acadia

Cash flow distribution:

77.8% - Four institutional investors

80.0% - Six institutional investors

80.1% - 14 institutional investors

76.9% - 17 institutional investors

Distributions:

20% to Acadia once all partners (including Acadia) have received cumulative preferred return and return of equity

Remaining 80% is distributed pro-rata to all the partners (including Acadia)

Preferred return rate:

Fees/Priority Distributions to Acadia

Asset management fee/Priority distribution equal to 1.5% of implied capital ¹

Property management fee/Priority distribution equal to 4% of gross property revenues

Market rate leasing fees

Market rate construction/project management fees

Development fee equal to 3% of total project cost

Note:

¹ Committed capital as reduced by capital attributed to sold investments.

² During the fourth quarter of 2013, a distribution of $47.1 million was made to the Fund II investors. Until December 2016, this amount is subject to recontribution to Fund II by the investors, if needed to fund the on-going redevelopment of existing projects.



Fund Retail Properties - Detail
													Leased
		Year	Ownership	Gross Leasable Area			In Place Occupancy						Occupancy		Annualized Base Rent PSF
	Anchors	Acquired	%	Anchors	Shops	Total	Anchors		Shops		Total		Total		Anchors		Shops		Total
Fund I Portfolio Detail


VARIOUS

Total - Fund I	Kroger/Safeway Portfolio (3 Properties)	2003	60.0%	97,500	—	97,500	34.9	%	—		34.9	%	34.9	%	$	3.03	—		$	3.03

Fund II Portfolio Detail

NEW YORK

New York
Liberty Avenue	CVS	2005	99.1%	10,880	15,245	26,125	100.0	%	100.0	%	100.0	%	100.0	%	$	39.75	$	37.23	$	35.89
216th Street	NYC Human Resources Administration	2005	99.1%	60,000	—	60,000	100.0	%	—		100.0	%	100.0	%	42.90		—		42.90
161st Street ¹	Various New York City & State agencies	2005	99.1%	107,026	125,226	232,252	100.0	%	87.6	%	93.3	%	93.3	%	26.50		28.85		27.69

Total - Fund II				177,906	140,471	318,377	100.0	%	89.0	%	95.1	%	95.1	%	$	32.84	$	29.37	$	31.41

Fund III Portfolio Detail

NEW YORK

New York
Cortlandt Towne Center	Wal-Mart, Best Buy, A&P	2009	100.0%	472,901	166,933	639,834	95.6	%	82.7	%	92.3	%	92.3	%	$	14.05	$	24.55	$	16.51
654 Broadway	Penguin	2011	100.0%	—	2,896	2,896	—		100.0	%	100.0	%	100.0	%	—		189.92		189.92
640 Broadway	Swatch	2012	50.0%	—	4,145	4,145	—		91.8	%	91.8	%	91.8	%	—		229.91		229.91
New Hyde Park Shopping Center	PetSmart	2011	100.0%	13,507	19,154	32,661	100.0	%	80.5	%	88.5	%	88.5	%	35.00		49.05		42.49
Nostrand Avenue	—	2013	100.0%	—	40,315	40,315	—		75.9	%	75.9	%	75.9	%	—		46.37		46.37

NEW ENGLAND

Massachusetts
White City Shopping Center	Shaw's (Supervalu)	2010	84.0%	131,839	125,936	257,775	85.6	%	94.4	%	89.9	%	92.0	%	15.54		34.71		25.37

MID-ATLANTIC

Maryland
Parkway Crossing	Home Depot, Shop Rite, Big Lots	2011	94.3%	192,836	67,405	260,241	100.0	%	76.9	%	94.0	%	94.0	%	3.65		24.58		8.09
Arundel Plaza	Giant Food, Lowe's	2012	94.3%	231,920	33,196	265,116	100.0	%	78.3	%	97.3	%	97.3	%	3.90		21.00		5.63

SOUTHEAST

Florida
Lincoln Road	Starbucks, Sushi Samba	2011	95.0%	—	59,677	59,677	—		36.2	%	36.2	%	36.2	%	—		130.45		130.45

MIDWEST
Illinois
Heritage Shops	LA Fitness, Ann Taylor Loft	2011	100.0%	49,878	31,852	81,730	100.0	%	89.7	%	96.0	%	96.0	%	21.61		72.18		40.03
Lincoln Park Centre	—	2012	100.0%	—	62,349	62,349	—		60.1	%	60.1	%	85.8	%	—		47.12		47.12

Total - Fund III				1,092,881	613,858	1,706,739	96.4	%	77.392	%	89.5	%	90.8	%	$	10.7	$	41.21	$	20.18

Fund IV Portfolio Detail



NEW YORK
New York
1151 Third Avenue	Lucky Brand	2013	100.0%	—	12,101	12,101	—		58.7	%	58.7	%	58.7	%	$	—	$	87.61	$	87.61

New Jersey
Paramus Plaza	Babies R Us, Ashley Furniture	2013	50.0%	76,222	75,838	152,060	100.0	%	30.3	%	65.2	%	65.2	%	20.80		8.51		17.96

MID-ATLANTIC
Virginia
Promenade at Manassas	Home Depot, HH Gregg	2013	98.6%	194,038	71,404	265,442	100.0	%	93.0	%	98.1	%	98.1	%	9.73		21.63		12.76
Lake Montclair	Food Lion	2013	100.0%	33,000	72,850	105,850	100.0	%	95.6	%	97.0	%	97.0	%	9.50		22.97		18.64

Maryland
1701 Belmont Avenue	Best Buy	2012	98.6%	58,674	—	58,674	100	%	—		100	%	100.0	%	15.96		—		15.96

MIDWEST
Illinois
938 W. North Avenue	Restoration Hardware, Sephora	2013	80.0%	—	35,400	35,400	—		58.7	%	58.7	%	58.7	%	—		44.66		44.66

SOUTHEAST
Florida
Lincoln Road	Aldo, Fossil, Spris	2012	95.0%	—	54,864	54,864	—		83.9	%	83.9	%	83.9	%	—		124.98		124.98

Total - Fund IV				361,934	322,457	684,391	100	%	72.2	%	86.9	%	86.9	%	$	13.05	$	45.23	$	25.65


Notes:
General note - The above occupancy and rent amounts do not include space which is currently leased, other than "leased occupancy", but for which rent payment has not yet commenced. Residential and office GLA is excluded.

The following Fund II, Fund III and Fund IV properties are currently under redevelopment as further detailed under "Redevelopment Activity."
Property	Fund Ownership %
Sherman Avenue	99.1%
City Point	94.2%
Cortlandt Crossing	100.0%
Broad Hollow Commons	100.0%
3104 M Street	100.0%
210 Bowery	100.0%
2819 Kennedy Boulevard	98.6%
Broughton Street Portfolio	50.0%
¹ Currently operating, but redevelopment activities have commenced.



Funds Lease Expirations

Fund I:
	Anchor Tenants
		Gross Leased Area			Base Rent
	No. of Leases	Expiring	Percent				Percent
Year	Expiring	SF	of Total		PSF		of Total
2014	1	34,000	100.0	%	$	3.03	100.0	%
Total	1	34,000	100.0	%	$	3.03	100.0	%

		63,500	Total Vacant
		97,500	Total Square Feet

Fund II:
	Anchor Tenants								Shop Tenants								Total Tenants
		Gross Leased Area			Base Rent					Gross Leased Area			Base Rent					Gross Leased Area			Base Rent
	No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent
Year	Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total
M to M¹		—	—		$	—	—		1	9,967	8.0	%	$	10.00	2.7	%	1	9,967	3.3	%	$	10.00	1.0	%
2014	1	107,026	60.2	%	26.50		48.5	%	—	—	—		—		—		1	107,026	35.3	%	26.50		29.8	%
2015	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
2016	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
2017	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
2018	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
2019	—	—	—		—		—		1	4,575	3.7	%	27.81		3.5	%	1	4,575	1.5	%	27.81		1.3	%
2020	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
2021	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
2022	—	—	—		—		—		1	4,462	3.6	%	31.00		3.8	%	1	4,462	1.5	%	31.00		1.5	%
2023	—	—	—		—		—		—	—	—		—		—		—	—	—		—		—
Thereafter	3	70,880	39.8	%	42.42		51.5	%	6	105,967	84.7	%	31.19		90.1	%	9	176,847	58.4	%	35.69		66.3	%
Total	4	177,906	100.0	%	$	32.84	100.0	%	9	124,971	100.0	%	$	29.37	100.0	%	13	302,877	100.0	%	$	31.41	100.0	%

		—	Total Vacant							15,500	Total Vacant							15,500	Total Vacant
		177,906	Total Square Feet							140,471	Total Square Feet							318,377	Total Square Feet

Fund III:
	Anchor Tenants								Shop Tenants								Total Tenants
		Gross Leased Area			Base Rent					Gross Leased Area			Base Rent					Gross Leased Area			Base Rent
	No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent
Year	Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total
M to M ¹	—	—	—		$	—	—		4	14,869	3.1	%	$	9.81	0.7%		4	14,869	1.0	%	$	9.81	0.5%
2014	—	—	—		—		—		15	49,926	10.5	%	30.67		7.8	%	15	49,926	3.3	%	30.67		5.0	%
2015	3	81,465	7.7	%	7.02		5.1	%	13	27,049	5.7	%	38.71		5.3	%	16	108,514	7.1	%	14.92		5.2	%
2016	1	26,561	2.5	%	8.00		1.9	%	23	54,548	11.5	%	40.10		11.2	%	24	81,109	5.3	%	29.59		7.8	%
2017	2	52,131	4.9	%	18.36		8.5	%	13	54,065	11.4	%	28.06		7.7	%	15	106,196	6.9	%	23.3		8.0	%
2018	5	287,562	27.3	%	12.54		32.0	%	24	78,628	16.6	%	33.90		13.6	%	29	366,190	24.0	%	17.12		20.3	%
2019	3	236,323	22.4	%	7.57		15.9	%	10	33,854	7.1	%	70.26		12.1	%	13	270,177	17.7	%	15.43		13.5	%
2020	—	—	—		—		—		5	9,046	1.9	%	23.88		1.1	%	5	9,046	0.6	%	23.88		0.7	%
2021	1	35,601	3.4	%	10.76		3.4	%	7	28,392	6.0	%	36.22		5.3	%	8	63,993	4.2	%	22.05		4.6	%
2022	1	65,028	6.2	%	17.00		9.8	%	10	32,038	6.7	%	47.16		7.7	%	11	97,066	6.4	%	26.95		8.5	%
2023	2	38,836	3.7	%	15.49		5.3	%	12	43,421	9.1	%	56.52		12.5	%	14	82,257	5.4	%	37.15		9.9	%
Thereafter	4	229,660	21.8	%	8.89		18.1	%	13	49,241	10.4	%	58.82		14.8	%	17	278,901	18.2	%	17.71		16.0	%
Total	22	1,053,167	100.0	%	$	10.70	100.0	%	149	475,077	100.0	%	$	41.21	100.0	%	171	1,528,244	100.0	%	$	20.18	100.0	%

		39,714	Total Vacant							138,781	Total Vacant							178,495	Total Vacant
		1,092,881	Total Square Feet							613,858	Total Square Feet							1,706,739	Total Square Feet

Fund IV:
	Anchor Tenants								Shop Tenants								Total Tenants
		Gross Leased Area			Base Rent					Gross Leased Area			Base Rent					Gross Leased Area			Base Rent



	No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent		No. of Leases	Expiring	Percent				Percent
Year	Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total		Expiring	SF	of Total		PSF		of Total
M to M ¹	—	—	—		$	—	—		4	8,587	3.7%		$	34.00	2.7%		4	8,587	1.4	%	$	34.00	1.9	%
2014	—	—	—		—		—		9	35,168	15.0%		84.89		28.1	%	9	35,168	5.9	%	84.89		19.4	%
2015	—	—	—		—		—		3	8,879	3.8	%	72.90		6.1	%	3	8,879	1.5	%	72.90		4.2	%
2016	—	—	—		—		—		5	13,175	5.6	%	23.07		2.9	%	5	13,175	2.2	%	23.07		2.0	%
2017	1	58,674	16.2	%	15.96		19.8	%	4	13,438	5.7	%	46.43		5.9	%	5	72,112	12.1	%	21.63		10.2	%
2018	—	—	—		—		—		15	39,733	16.9	%	27.99		10.5	%	15	39,733	6.7	%	27.99		7.2	%
2019	1	39,220	10.8	%	19.52		16.2	%	9	54,938	23.4	%	23.42		12.1	%	10	94,158	15.8	%	21.80		13.4	%
2020	1	27,926	7.7	%	12.00		7.1	%	4	19,900	8.5	%	21.14		4.0	%	5	47,826	8.0	%	15.80		4.9	%
2021	1	32,144	8.9	%	11.50		7.8	%	3	5,235	2.2	%	93.49		4.6	%	4	37,379	6.3	%	22.98		5.6	%
2022	2	26,568	7.3	%	10.14		5.7	%	5	16,009	6.8	%	109.99		16.6	%	7	42,577	7.1	%	47.68		13.2	%
2023	1	33,000	9.1	%	9.50		6.6	%	3	14,063	6.0	%	27.50		3.6	%	4	47,063	7.9	%	14.88		4.6	%
Thereafter	2	144,402	40.0	%	12.00		36.7	%	1	5,350	2.3	%	61.00		3.1	%	3	149,752	25.1	%	13.75		13.4	%
Total	9	361,934	100.0	%	$	13.05	100.0	%	65	234,475	100.0	%	$	45.36	100.0	%	74	596,409	100.0	%	$	25.75	100.0	%

		—	Total Vacant							87,982	Total Vacant							87,982	Total Vacant
		361,934	Total Square Feet							322,457	Total Square Feet							684,391	Total Square Feet

Notes:
¹ Leases currently under month to month or in process of renewal



Development Activity
($ in millions)


				Estimated	Estimated Sq.Ft.			Acquisition & Development Costs														Outstanding
Property	Ownership		Location	Completion	Upon Completion	Leased Rate ⁶	Key Tenants	Incurred		Estimated Future Range						Estimated Total Range						Debt
FUND II

City Point ¹	94.2	%	Brooklyn, NY	2015	675,000	65% ²	Century 21, CityTarget, Alamo Drafthouse, Armani Exchange	$	279.2	$ 0.8		to	$ 30.8		³	$ 280.0		to	$ 310.0		³	$	264.4
Sherman Plaza	99.1	%	New York, NY	TBD	TBD	—	TBD	35.0		TBD			TBD			TBD			TBD			—
								$	314.2	TBD			TBD			TBD			TBD			$	264.4

FUND III

723 N. Lincoln Lane ⁴	95.0	%	Miami Beach, FL	TBD	TBD	—	TBD	$	6.7	TBD			TBD			TBD			TBD			$	—	⁵
Cortlandt Crossing	100.0	%	Mohegan Lake, NY	2016	150,000 - 170,000	—	TBD	12.5		34.5		to	43.5			47.0		to	56.0			—
3104 M Street NW	80.0	%	Washington, D.C.	TBD	10,000	—	TBD	3.1		3.9		to	5.4			7.0		to	8.5			—
Broad Hollow Commons	100.0	%	Farmingdale, NY	2016	180,000 - 200,000	—	TBD	13.7		36.3		to	46.3			50.0		to	60.0			—
								$	36	TBD			TBD			TBD			TBD			$	—


FUND IV

210 Bowery	100.0	%	New York, NY	2016	10,000	—	TBD	$	7.8	$	3.7	to	$	4.2		$	11.5	to	$	12.0		$	4.6
Broughton Street Portfolio ⁷	50.0	%	Savannah, GA	TBD	TBD	—	TBD	5.2		TBD			TBD			TBD			TBD			—
								$	13.0	TBD			TBD			TBD			TBD			$	4.6


Notes:
¹ Acquired a leasehold interest in this property.
² Leased rate calculated on approximately 475,000 rentable square feet.
³ Net of anticipated reimbursements from retail tenants and proceeds from residential tower sales.
⁴ This property is part of a three-property portfolio. The other two are operating properties.
⁵ The loan on Fund III's Lincoln Road Portfolio includes this property as collateral. For the purpose of this schedule, the outstanding debt was not allocated among the Portfolio's three properties.
⁶ The leased rate excludes pre-redevelopment tenants.
⁷ The portfolio will be acquired through a series of transactions. Data reflects acquisitions completed as of March 31, 2014 (4 buildings). The portfolio is anticipated to include 18 properties, with an opportunity for add-on investments.

Retailer Controlled Property ("RCP") Venture - Overview ¹

Item

Description

Date formed

August 2004

Partnership structure

Equity Contribution:

Up to $300 million of total equity

Up to 20% ($60 million) - AKR Fund I ($20 million) and Fund II ($40 million)

80% - Klaff Realty LP and Lubert-Adler

Cash flow distribution:

20% - AKR Funds

80% - Four institutional investors

Promote:

20% to Klaff once all partners (including Klaff) have received 10% preferred return and return

of equity (50% of first $40 million of AKR Fund equity is not subject to this promote)

Remaining 80% is distributed to all the partners (including Klaff)

RCP Venture - Investments

The following table summarizes the RCP Venture investments from inception through March 31, 2014

Distributions

Years

Invested

Current

From

Equity

Investor

Investment

acquired

capital

year-to-date

inception

Multiple

Mervyns I and Mervyns II

Mervyns

2004 through

33,605

601

52,851

1.6x

2007

Mervyns II

Albertson’s

2006 through

23,133

—

86,458

3.7x

2007

Fund II and Mervyns II

Other investments ²

2006 through

6,476

429

7,484

1.2x

2008

Total

63,214

1,030

146,793

2.3x

Notes:

¹ The RCP Venture is not a separate AKR Fund, rather it is a venture in which AKR, Funds I and II have invested approximately $63 million in equity.

² Represents investments in Shopko, Marsh and Rex Stores.

Important Notes

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this supplemental disclosure may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 and as such may involve known and unknown risks, uncertainties and other factors which may cause the Company's actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations are generally identifiable by use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend" or "project" or the negative thereof or other variations thereon or comparable terminology. Factors which could have a material adverse effect on the operations and future prospects of the Company include, but are not limited to those set forth under the heading "Risk Factors" in the Company's Annual Report on Form 10-K. These risks and uncertainties should be considered in evaluating any forward-looking statements contained or incorporated by reference herein.

USE OF FUNDS FROM OPERATIONS AS NON-GAAP FINANCIAL MEASURE

The Company considers funds from operations (“FFO”) as defined by the National Association of Real Estate Investment Trusts (“NAREIT”) to be an appropriate supplemental disclosure of operating performance for an equity REIT due to its widespread acceptance and use within the REIT and analyst communities. 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 operating performance, such as gains (or losses) from sales of property and depreciation and amortization. However, the Company’s method of calculating FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. FFO does not represent cash generated from operations as defined by generally accepted accounting principles (“GAAP”) and is not indicative of cash available to fund all cash needs, including distributions. It should not be considered as an alternative to net income for the purpose of evaluating the Company’s performance or to cash flows as a measure of liquidity. Consistent with the NAREIT definition, the Company defines FFO as net income (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciated property, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. In addition, the Company also discloses FFO as adjusted to include the extraordinary gain from its RCP investment in Albertson's. The Company believes that income or gains derived from its RCP investments, including its investment in Albertson's, are private-equity investments and, as such, should be treated as operating income and therefore FFO. The Company believes that this supplement adjustment more appropriately reflects the results of its operations. The Company also provides two other supplemental disclosures of operating performance, adjusted funds from operations ("AFFO") and funds available for distribution ("FAD"). The Company defines AFFO as FFO adjusted for straight line rent, non-real estate depreciation, amortization of finance costs and costs of management contracts, tenant improvements, leasing commissions and capital expenditures. The Company defines FAD as AFFO adjusted for scheduled debt principal payments.

USE OF EBITDA AND NOI AS NON-GAAP FINANCIAL MEASURES

EBITDA and NOI are widely used financial measures in many industries, including the REIT industry, and are presented to assist investors and analysts in analyzing the performance of the Company. They are helpful as they exclude various items included in net income that are not indicative of operating performance, such as gains (or losses) from sales of property and depreciation and amortization and is used in computing various financial ratios as a measure of operational performance. The Company computes EBITDA as the sum of net income before extraordinary items plus interest expense, depreciation, income taxes and amortization, less any gains (losses including impairment charges) on the sale of income producing properties. The Company computes NOI by taking the difference between Property Revenues and Property Expenses as detailed in this reporting supplement. The Company’s method of calculating EBITDA and NOI may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. EBITDA and NOI do not represent cash generated from operations as defined by GAAP and are not indicative of cash available to fund all cash needs, including distributions. They should not be considered as an alternative to net income for the purpose of evaluating the Company’s performance or to cash flows as a measure of liquidity.