SEC Filing - Acadia Realty Trust

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2014-6-30 Earnings & Supplemental

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): July 29, 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 July 29, 2014, Acadia Realty Trust (the "Company") issued a press release announcing its consolidated financial results for the quarter ended June 30, 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 July 29, 2014, the Company made available supplemental information concerning the ownership, operations and portfolio of the Company as of and for the quarter ended June 30, 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 July 29, 2014.
99.2	Financial and Operating Reporting Supplement of the Company for the quarter ended June 30, 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.



Date: July 31, 2014	ACADIA REALTY TRUST (Registrant) By: /s/ Jonathan Grisham Name: Jonathan Grisham Title: Sr. Vice President and Chief Financial Officer

Ex. 99.1 2014-6-30 Earnings Press Release

Exhibit 99.1

ACADIA REALTY TRUST REPORTS SECOND QUARTER 2014 OPERATING RESULTS

WHITE PLAINS, NY (July 29, 2014) - Acadia Realty Trust (NYSE: AKR) today reported operating results for the quarter ended June 30, 2014. Acadia operates a dual platform strategy comprised of a high-quality portfolio with concentrations of assets in the nation’s most dynamic street-retail corridors (“Core Portfolio”) and opportunistic and value-add investments through a series of discretionary institutional funds (“Funds”). All per share amounts below are on a fully diluted basis.

Second Quarter 2014 Highlights

Earnings


•	Second quarter funds from operations (“FFO”) of $0.35 per share included $0.02 of acquisition related costs


•	Earnings per share (“EPS”) of $0.19


•	Revised earnings guidance upward to a range of $1.35 to $1.40 of FFO per share

Core Portfolio - Additional Acquisitions in New York Metro Market; Continued Strong NOI Growth in the Existing Portfolio


•	Closed on $192.4 million of acquisitions year-to-date


•	In addition, the Company has a current acquisition pipeline of $67.7 million under contract


•	Same property net operating income (“NOI”) for the second quarter up 4.9% compared to 2013


•	96.6% portfolio occupancy at June 30, 2014; up 100 basis points from first quarter 2014

Fund Platform - Expansion of Investment in Savannah, Georgia; Lincoln Road Portfolios under Contract for Sale


•	Fund IV closed on a $25.4 million opportunistic investment located outside of Wilmington, Delaware


•	In addition, Fund IV added to its planned investment in downtown Savannah by identifying an additional 7 assets for acquisition and redevelopment


•	Fund III and IV’s Lincoln Road Portfolios in Miami Beach under contract for sale for total of $342.0 million versus aggregate cost basis of $195.5 million


•	Fund II progress at City Point continued with the sale of a portion of its market-rate residential air rights

Balance Sheet - Match Funding With Conservative Leverage


•	Core and pro-rata share of Fund debt, net of cash on hand (“Net Debt”), to EBITDA ratio of 4.6x at June 30, 2014 compared to 4.8x at March 31, 2014


•	Fixed-charge coverage ratio including pro-rata share of Funds of 3.9x for the quarter

Second Quarter 2014 Operating Results

FFO for the three and six months ended June 30, 2014 was $21.1 million and $40.0 million, respectively, up from $17.3 million and $34.1 million for the three and six months ended June 30, 2013, respectively. On a per share basis, FFO for the second quarter 2014 was $0.35 which compares to $0.31 for second quarter 2013. For the six month period ended June 30, 2014, FFO per share was $0.67, as compared to $0.62 for the same period of 2013.

Net income for the three and six months ended June 30, 2014 was $11.5 million and $33.1 million, as compared to $8.8 million and $18.4 million for the three and six months ended June 30, 2013. EPS for the three and six months ended June 30, 2014 was $0.19 and $0.57, respectively, as compared to $0.16 and $0.34 for the same periods for 2013. Net income for the six months ended June 30, 2014 includes $12.6 million, or $0.22 per share, of gain realized on the disposition of property. During the second quarter, the Company recognized $2.0 million of income following the full collection of principal and interest on a mezzanine note as discussed further below.

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

Core Portfolio - Strong Performance in Existing Core and Achieving Acquisition Goals

Portfolio Performance

Same-property NOI in the Core Portfolio increased 4.9% for the second quarter of 2014 as compared to the second quarter of 2013. For the six months ended June 30, 2014, same-property NOI increased 4.6% over 2013.

At June 30, 2014, Acadia’s Core Portfolio was 96.6% occupied, up from 95.6% as of March 31, 2014, and was 97.0% leased, including space leased but not yet occupied.

The Company realized an increase in average rents on a GAAP basis, which includes the effect of the straight-lining of rents, of 17.5% on 191,000 square feet of new and renewal leases executed during the quarter ended June 30, 2014. On a contractual rent, or cash basis, which compares the initial rent of the new and renewal leases against the ending rent of the former leases, the Company experienced an increase of 7.4% in average rents for these same leases.

Core Acquisitions - Additions of New York Metro Street Retail and Dense Suburban Retail

Year-to-date, Acadia has closed on $192.4 million of Core Portfolio acquisitions, including three properties during and subsequent to the second quarter for an aggregate purchase price of $101.9 million as follows:

152-154 Spring Street - SoHo - As previously announced, during the second quarter, Acadia converted an existing $38.0 million first mortgage loan into an equity investment in the retail condominiums at this location through the exercise of a purchase option. Totaling 2,900 square feet and occupied by a Kate Spade Saturday, this property is 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.

2520 Flatbush Avenue - Brooklyn - This 29,000 square foot property, fully occupied by a newly opened Bob’s Discount Furniture and Capital One branch was purchased during the second quarter by Acadia for $17.1 million. This Brooklyn property is surrounded by more than 580,000 people within a 3-mile radius and is situated directly across the street from Kings Plaza mall.

Bedford Green - Bedford Hills - Subsequent to the quarter, Acadia acquired this ShopRite anchored 120,000 square foot shopping center along Route 117 in the Bedford Hills neighborhood in Westchester for $46.8 million. The property draws shoppers from a large, affluent trade area with household incomes of $100,000 and $140,000 within three and five-mile rings, respectively. Other tenants at this center include CVS, Panera

Bread and Chase Bank. In connection with this acquisition, Acadia assumed $29.8 million of debt collateralized by the property.

The Company has an additional acquisition pipeline of $67.7 million currently under contract, which is subject to customary closing conditions, and, as such, no assurance can be given that the Company will successfully close on this pipeline.

Structured Financing Portfolio

As of June 30, 2014, the Company’s structured financing portfolio totaled $96.3 million, down from $119.6 million as of first quarter 2014. Significant transactions during the quarter included:


•	Two new investments for an aggregate $17.0 million and an effective weighted average interest rate of 12.8%. The underlying collateral on these investments is located in the Gold Coast neighborhood of Chicago and the Bronx


•	Conversion of its $38.0 million first mortgage investment in 152-154 Spring Street into an equity position as discussed above


•	Receipt of full payment of all interest and principal on two notes collateralized by a shopping center located in Aiken, South Carolina, with an aggregate carrying value of $4.8 million, net of a $2.0 million reserve

Fund Platform - Fund IV Invests Further in Savannah, Georgia; Funds III and IV’s Lincoln Road Portfolios under Contract for Sale

Fund IV Acquisitions

Subsequent to the second quarter, Fund IV, together with an unaffiliated joint venture partner, acquired Eden Square, a 236,000 square foot shopping center located less than 15 miles south of Wilmington in Bear, Delaware, for a purchase price of $25.4 million. Although the shopping center is currently 94% occupied and anchored by a Giant Supermarket and Lowe’s Home Improvement store, there is an opportunity to reposition the property as Lowe’s plans to relocate after its lease expires during 2017.

During the second quarter 2014, Fund IV expanded its planned investment in its previously announced joint venture for the acquisition and redevelopment of street retail assets located on Broughton Street in downtown Savannah, Georgia. The development plan now includes a total of 24 properties of which 18 have closed to date. Acquisition and development costs for the project are currently anticipated to aggregate approximately $65.0 million. Consistent with Fund IV’s original investment in this project, all additional costs are structured as senior preferred equity along with a debt component.

Funds III and IV Enter into Contract to Sell Miami Beach Portfolio

Subsequent to the second quarter, Funds III and IV, through their joint ventures with affiliates of Terranova Corporation (“Terranova”), entered into a contract to sell a six-property portfolio located in Miami Beach, Florida for an aggregate $342.0 million, of which $141.8 million is for the Fund III properties and $200.2 million is for the Fund IV properties. Fund III and Terranova acquired a portfolio of two properties on Lincoln Road and one on Lincoln Lane aggregating 59,700 square feet for $51.9 million during February 2011. Including additional incurred costs, $54.5 million has been invested to date. During December 2012, Fund IV and Terranova acquired an additional three properties on Lincoln Road totaling 54,900 square feet. The investment of $141.0 million to date is comprised of the initial $139.0 million acquisition price plus additional subsequent costs of $2.0 million. It is anticipated that Terranova will remain actively involved in the investment following the sale, ensuring a smooth transition. As the sale is subject to customary closing

conditions including the assumption of existing debt, no assurance can be given that the Company will successfully close on this transaction.

Fund II Continued Progress at City Point

During the second quarter, Fund II completed the sale of the air rights to a residential developer to construct market-rate housing (“Tower 2”) on top of the retail podium at its City Point project in downtown Brooklyn for $27.0 million. In addition, the Company made further progress on the anticipated sale of the final residential component (“Tower 3”) during the quarter.

Balance Sheet - Match Funding With Conservative Leverage

Acadia further enhanced its already low leverage balance sheet during the quarter as evidenced by the following:


•	Core Portfolio fixed-charge coverage ratio of 3.9x for the quarter ended June 30, 2014, improved from 3.5x for the quarter ended March 31, 2014


•	Including the Company’s pro-rata share of Funds, fixed-charge coverage ratio improved to 3.9x from 3.4x for the same periods


•	Core Portfolio ratio of Net Debt to EBITDA was 3.6x at June 30, 2014, an improvement from 4.0x as of March 31, 2014


•	Including the Company’s pro-rata share of Funds, Net Debt to EBITDA improved to 4.6x from 4.8x for the same periods


•	Core and pro-rata share of Fund Net Debt to Total Market Capitalization was 21% at June 30, 2014, compared to 24% at March 31, 2014

Outlook - Earnings Guidance for 2014

The Company is updating its previously announced 2014 annual earnings guidance to the upper half of its original FFO forecast range of $1.30 to $1.40 per share. On a fully diluted basis, the Company now forecasts a range of 2014 annual FFO of $1.35 to $1.40 per share and 2014 EPS of $0.72 to $0.77. Consistent with Acadia’s original guidance, these ranges exclude acquisition costs and gains from dispositions.

Management Comments

“Our second quarter and year-to-date progress and results demonstrate the significant value that our disciplined, location-driven investment strategy can generate for all of our stakeholders,” stated Kenneth F. Bernstein, President and CEO of Acadia Realty Trust. “By continuing to selectively aggregate street retail, urban and dense suburban assets in high-barrier-to-entry markets, we are positioning our core portfolio to deliver solid operating results and attractive long-term growth. At the same time, consistent with our fund platform’s ‘buy-fix-sell’ strategy, during and subsequent to the second quarter, we elected to capitalize on the high liquidity within the capital markets by profitably monetizing assets across several of our funds ahead of schedule and in excess of our original underwriting. In short, our dual-platform model is firing on all cylinders.”

Investor Conference Call

Management will conduct a conference call on Wednesday, July 30, 2014 at 12:00 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 “37590736” 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 “37590736#”. The phone replay will be available through Wednesday, August 6, 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 and Six Months ended June 30, 2014 and 2013

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



	For the Quarters ended		For the Six Months ended
	June 30,		June 30,
Revenues	2014	2013	2014	2013

Rental income	$ 36,112	$ 30,712	$ 69,930	$ 59,493
Interest income	3,049	3,398	6,213	6,296
Expense reimbursements	7,832	6,364	16,622	13,646
Other property income	437	307	634	658
Other income	2,081	27	2,797	3,004
Total revenues	49,511	40,808	96,196	83,097
Operating expenses
Property operating	6,645	4,982	14,456	10,944
Real estate taxes	5,569	5,062	11,239	10,083
General and administrative	6,879	6,302	13,775	11,928
Depreciation and amortization	11,584	9,599	23,171	18,828
Total operating expenses	30,677	25,945	62,641	51,783

Operating income	18,834	14,863	33,555	31,314

Equity in earnings of unconsolidated affiliates	1,430	815	4,459	3,065
Impairment of asset	—	(1,500)	—	(1,500)
Loss on extinguishment of debt	(66)	—	(269)	—
Gain on disposition of property	561	—	12,948	—
Interest expense and other finance costs	(9,534)	(9,926)	(20,185)	(19,211)
Income from continuing operations before income taxes	11,225	4,252	30,508	13,668
Income tax benefit (provision)	83	(10)	(85)	129
Income from continuing operations	11,308	4,242	30,423	13,797

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters and Six Months ended June 30, 2014 and 2013

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



	For the Quarters ended				For the Six Months ended
	June 30,				June 30,
	2014		2013		2014		2013

Operating income from discontinued operations ⁵		$—		$1,181		$—		$2,805
Gain on disposition of property	560		4,191		560		4,191
Income from discontinued operations	560		5,372		560		6,996
Net income	11,868		9,614		30,983		20,793
Loss (income) attributable to noncontrolling interests:
Continuing operations	57		3,725		2,537		3,761
Discontinued operations	(461)		(4,582)		(461)		(6,174)
Net (income) loss attributable to noncontrolling interests	(404)		(857)		2,076		(2,413)
Net income attributable to Common Shareholders	$ 11,464		$ 8,757		$ 33,059		$ 18,380

Income from continuing operations attributable to
Common Shareholders	$ 11,365		$ 7,967		$ 32,960		$ 17,558
Income from discontinued operations
attributable to Common Shareholders	99		790		99		822
Net income attributable to Common Shareholders	11,464		8,757		33,059		18,380

Less: Net Income attributable to participating securities	(198)		(154)		(587)		(326)
Net Income attributable to Common Shareholders - basic	$ 11,266		$ 8,603		$ 32,472		$ 18,054
Weighted average shares for basic earnings per share	58,013		55,171		56,988		54,309
Net Earnings per share - basic and diluted	$ 0.19		$ 0.16		$ 0.57		$ 0.34

Basic and diluted earnings per share - Continuing Operations ²	$ 0.19		$ 0.14		$ 0.57		$ 0.32
Basic and diluted earnings per share - Discontinued Operations ²		$—	$ 0.02			$—	$ 0.02

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters and Six Months ended June 30, 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		For the Six Months ended
	June 30,		June 30,
	2014	2013	2014	2013


Net income attributable to Common Shareholders	$ 11,464	$ 8,757	$ 33,059	$ 18,380

Depreciation of real estate and amortization of leasing costs
(net of noncontrolling interests' share):
Consolidated affiliates	8,098	7,043	16,238	13,587
Unconsolidated affiliates	889	650	1,603	1,201
Impairment of asset	—	1,500	—	1,500
Loss (gain) on disposition (net of noncontrolling interests’ share):
Consolidated affiliates	166	(776)	(12,227)	(776)
Income attributable to noncontrolling interests’ in
Operating Partnership	453	102	1,309	225
Distributions - Preferred OP Units	6	5	13	11
Funds from operations	$ 21,076	$ 17,281	$ 39,995	$ 34,128
Funds from operations per share - Diluted
Weighted average Common Shares and OP Units ⁴	60,521	56,215	59,476	55,378
Funds from operations, per share	$ 0.35	$ 0.31	$ 0.67	$ 0.62

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights ¹

For the Quarters and Six Months ended June 30, 2014 and 2013

(dollars in thousands)

RECONCILIATION OF OPERATING INCOME TO NET PROPERTY

OPERATING INCOME (“NOI”) ³



	For the Quarters ended		For the Six Months ended
	June 30,		June 30,
	2014	2013	2014	2013

Operating income	$ 18,834	$ 14,863	$ 33,555	$ 31,314

Add back:
General and administrative	6,879	6,302	13,775	11,928
Depreciation and amortization	11,584	9,599	23,171	18,828
Less:
Interest income	(3,049)	(3,398)	(6,213)	(6,296)
Straight line rent and other adjustments	(3,713)	(2,020)	(5,439)	(3,036)

Consolidated NOI	30,535	25,346	58,849	52,738

Noncontrolling interest in NOI	(10,153)	(8,062)	(18,757)	(18,118)
Pro-rata share of NOI	20,382	17,284	40,092	34,620
Operating Partnerships’ interest in Opportunity Funds	(1,577)	(1,196)	(2,930)	(2,898)
Operating Partnerships’ share of unconsolidated joint ventures ¹	930	689	1,780	1,418
NOI - Core Portfolio	$ 19,735	$ 16,777	$ 38,942	$ 33,140

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




SELECTED BALANCE SHEET INFORMATION
	As of
	June 30, 2014	December 31, 2013
	(dollars in thousands)

Cash and cash equivalents	$ 86,797	$ 79,189
Rental property, at cost	1,618,269	1,481,700
Total assets	2,372,196	2,264,957
Notes payable	1,074,029	1,039,997
Total liabilities	1,179,835	1,143,369

ACADIA REALTY TRUST AND SUBSIDIARIES

Financial Highlights

For the Quarters and Six Months ended June 30, 2014 and 2013

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

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.

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 2,196 and 606 OP Units into Common Shares for the quarters ended June 30, 2014 and 2013, respectively and 2,188 and 630 OP Units into Common Shares for the six months ended June 30, 2014 and 2013, respectively. Diluted FFO also includes the assumed conversion of Preferred OP Units into 25 Common Shares for each of the quarters and six months ended June 30, 2014 and 2013. In addition, diluted FFO also includes the effect of 288 and 424 employee share options, restricted share units and LTIP units for the quarters ended June 30, 2014 and 2013, respectively and 274 and 431 employee share options, restricted share units and LTIP units for the six months ended June 30, 2014 and 2013, respectively.

⁵During April, 2014, the Financial Accounting Standards Board (“FASB”) issued a new accounting standard (“ASU 2014-08”) regarding the criteria for reporting discontinued operations. ASU 2014-08 is effective prospectively beginning in the first quarter of 2015, although early adoption is permitted beginning in the first quarter of 2014. The Company has elected to early adopt ASU 2014-08 and, as such, beginning in the first quarter of 2014, prospective activity related to individual properties sold or held for sale will no longer be included as discontinued operations in the consolidated financial statements.

Ex. 99.2 2014-6-30 Supplemental

Exhibit 99.2



Table of Contents
Second 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")……	8
EBITDA………………………………………………………	9
Same Property Net Operating Income…………………………	10	Section III - Fund Information
Fee Income……………………………………………	11
Balance Sheet - Pro-rata Consolidation……………………………	12	Fund Overview……………………………………	32
Notes Receivable………………………………………………	13	Fund Properties…………………………………	33
Other Information		Fund Lease Expirations………………………	34
2014 Transactional Activity……………………………………	14	Development Activity…………………………	35
2014 Guidance………………………………………	15	RCP Venture Investments…………	36
Net Asset Valuation Information…………………………………	16
Selected Financial Ratios…………………………………………	17
Debt Analysis
Summary…………………………………………	18	Important Notes……………………………………………	37
Detail……………………………………………	19
Maturities…………………………………………	22

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 Fund debt, dollars in thousands)


								Capitalization
	Percent of		Total Market Capitalization					based on
	Total Equity		$				%	Net Debt¹	Total Market Capitalization
Equity Capitalization
Total Common Shares Outstanding	96.4%		59,152
Common Operating Partnership ("OP") Units	3.6%		2,196
Combined Common Shares and OP Units			61,348

Share Price at June 30, 2014			$	28.09

Equity Capitalization - Common Shares and OP Units			$	1,723,265
Preferred OP Units			704			²
Total Equity Capitalization			1,723,969				77%	79%

Debt Capitalization
Consolidated debt			1,072,512
Adjustment to reflect pro-rata share of debt			(544,108		)
Total Debt Capitalization			528,404				23%	21%

Total Market Capitalization			$	2,252,373			100%	100%



Weighted Average Outstanding Common Shares and OP Units
(in thousands)
			June 30, 2014						Changes in Total Common Shares Outstanding
			Year-to-date				Quarter
Weighted average Common Shares - Basic EPS			56,988				58,013		Balance @ 12/31/2013	55,643
Dilutive potential Common Shares			274				287		Stock Issuance	3,410
Weighted average Common Shares - Diluted EPS			57,262				58,300		Other	99
OP Units			2,189				2,196
Dilutive potential OP Units			25				25		Balance @ 6/30/2014	59,152
Weighted average Common Shares and OP Units - Diluted FFO			59,476				60,521


Notes:
¹ Reflects debt net of Core Portfolio cash balance of	$	46,754
pro-rata share of Funds cash balance of	7,012
and restricted cash relating to City Point financing of	14,051
for ("Net Debt") totaling -	$	67,817
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)

	Year-to-date ended June 30, 2014									Three months ended June 30, 2014
	Core Portfolio			Funds			Total			Core Portfolio	Funds	Total

CORE PORTFOLIO AND FUND INCOME

PROPERTY REVENUES
Minimum rents	$	41,684		$	5,898		$	47,582		$ 21,208	$ 2,961	$ 24,169
Percentage rents	176			44			220			129	12	141
Expense reimbursements - CAM	4,608			847			5,455			2,048	378	2,426
Expense reimbursements - Taxes	5,633			858			6,491			2,824	417	3,241
Other property income	73			68			141			29	40	69
Total Property Revenues	52,174			7,715			59,889			26,238	3,808	30,046

PROPERTY EXPENSES
Property operating - CAM	5,831			987			6,818			2,765	486	3,251
Other property operating (Non-CAM)	726			385			1,111			440	135	575
Real estate taxes	6,678			1,254			7,932			3,298	628	3,926
Total Property Expenses	13,235			2,626			15,861			6,503	1,249	7,752

NET OPERATING INCOME - PROPERTIES	38,939			5,089			44,028			19,735	2,559	22,294

OTHER INCOME (EXPENSE)
Interest income	6,008			97			6,105			2,857	91	2,948
Straight-line rent income	1,356			381			1,737			769	243	1,012
Above/below market rent	1,300			536			1,836			616	331	947
Interest expense	(10,282		)	(1,693		)	(11,975		)	(5,005)	(786)	(5,791)
Amortization of finance costs	(492		)	(270		)	(762		)	(247)	(141)	(388)
Above/below market interest expense	350			48			398			175	24	199
Asset and property management expense	(69		)	(120		)	(189		)	(36)	(80)	(116)
Other income/(expense)	2,013			11			2,024			2,013	83	2,096
Transaction costs	(1,500		)	(298		)	(1,798		)	(862)	(262)	(1,124)
CORE PORTFOLIO AND FUND INCOME	37,623			3,781			41,404			20,015	2,062	22,077

FEE INCOME
Asset and property management fees	7,854			—			7,854			3,890	—	3,890
Transactional fees ²	3,739			—			3,739			1,558	—	1,558
Income tax benefit (provision)	(14		)	(12		)	(26		)	91	—	91
Total Fee Income	11,579			(12		)	11,567			5,539	—	5,539

PROMOTE, RCP AND OTHER INCOME
Equity in earnings (losses) from RCP investments	—			86			86			—	—	—
Other income	732			—			732			—	—	—
Gain (loss) on extinguishment of debt	(3		)	(85		)	(88		)	(3)	(13)	(16)
Provision for income taxes (RCP)	—			(2		)	(2		)	—	(2)	(2)
Total Promote, RCP and Other Income	729			(1		)	728			(3)	(15)	(18)

GENERAL AND ADMINISTRATIVE	(13,676		)	(109		)	(13,785		)	(6,723)	(59)	(6,782)

Depreciation and amortization	(15,878		)	(2,302		)	(18,180		)	(7,883)	(1,264)	(9,147)
Gain on disposition of properties	12,393			254			12,647			—	254	254
Income before noncontrolling interests	32,770			1,611			34,381			10,945	978	11,923

Noncontrolling interest - OP	(1,260		)	(62		)	(1,322		)	(421)	(38)	(459)

NET INCOME	$	31,510		$	1,549		$	33,059		$ 10,524	$ 940	$ 11,464

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)
	Year-to-date ended June 30, 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	$	76		$	17		$	—		$	—	$	6,083		$	1,217		$	—		$	—		$	15,316		$	3,048		$	6,987		$	1,616		$	5,898
Percentage rents	—			—			—			—		—			—			—			—			191			38			27			6			44
Expense reimbursements - CAM	—			—			—			—		699			140			—			—			2,566			511			849			196			847
Expense reimbursements - Taxes	—			—			—			—		232			46			—			—			2,969			591			960			221			858
Other property income	4			1			—			—		117			23			—			—			174			34			43			10			68
Total Property Revenues	80			18			—			—		7,131			1,426			—			—			21,216			4,222			8,866			2,049			7,715

PROPERTY EXPENSES
Property operating - CAM	16			4			—			—		1,202			240			—			—			2,648			527			934			216			987
Other property operating (Non-CAM)	53			12			—			—		931			187			—			—			785			157			125			29			385
Real estate taxes	4			—			—			—		711			142			—			—			4,024			801			1,345			311			1,254
Total Property Expenses	73			16			—			—		2,844			569			—			—			7,457			1,485			2,404			556			2,626

NET OPERATING INCOME - PROPERTIES	7			2			—			—		4,287			857			—			—			13,759			2,737			6,462			1,493			5,089

OTHER INCOME (EXPENSE)
Interest income	—			—			—			—		7			2			—			—			32			6			388			89			97
Straight-line rent income	—			—			—			—		549			110			—			—			938			187			364			84			381
Straight-line ground rent	—			—			—			—		4			—			—			—			—			—			—			—			—
Above/below market rent	—			—			—			—		—			—			—			—			971			193			1,485			343			536
Interest expense	(2		)	—			—			—		(3,149		)	(630		)	—			—			(3,127		)	(622		)	(1,907		)	(441		)	(1,693		)
Amortization of finance costs	—			—			—			—		(120		)	(24		)	—			—			(522		)	(104		)	(611		)	(142		)	(270		)
Above/below market interest expense	—			—			—			—		—			—			—			—			244			48			—			—			48
Asset and property management expense ²	—			—			—			—		(66		)	(13		)	—			—			(315		)	(63		)	(192		)	(44		)	(120		)
Other income/(expense)	(87		)	(19		)	—			—		250			50			—			—			(15		)	(3		)	(76		)	(17		)	11
Transaction costs	—			—			—			—		(7		)	(1		)	—			—			(17		)	(3		)	(1,271		)	(294		)	(298		)
Fund Income	(82		)	(17		)	—			—		1,755			351			—			—			11,948			2,376			4,642			1,071			3,781

FEE INCOME
Asset and property management fees	—			—			—			—		—			—			—			—			—			—			—			—			—
Income tax benefit (provision)	(2		)	—			—			—		(17		)	(3		)	—			—			(44		)	(9		)	—			—			(12		)
Total Fee Income	(2		)	—			—			—		(17		)	(3		)	—			—			(44		)	(9		)	—			—			(12		)

PROMOTE, RCP AND OTHER INCOME
Equity in earnings from RCP investments	—			—			—			—		—			—			429			86			—			—			—			—			86
Gain on extinguishment of debt	—			—			—			—		—			—			—			—			(423		)	(85		)	—			—			(85		)
Provision for income taxes (RCP)	—			—			—			—		—			—			—			—			(9		)	(2		)	—			—			(2		)
Total Promote, RCP and Other Income	—			—			—			—		—			—			429			86			(432		)	(87		)	—			—			(1		)

GENERAL AND ADMINISTRATIVE	48			10			(2		)	—		(172		)	(34		)	(5		)	(1		)	(235		)	(46		)	(167		)	(38		)	(109		)

Depreciation and amortization	—			—			—			—		(1,270		)	(253		)	—			—			(6,323		)	(1,258		)	(3,423		)	(791		)	(2,302		)
Gain on sale of properties	—			—			—			—		(304		)	(61		)	—			—			1,584			315			—			—			254
Income before noncontrolling interest	(36		)	(7		)	(2		)	—		(8		)	—			424			85			6,498			1,291			1,052			242			1,611

Noncontrolling interest - OP	—			—			—			—		—			—			(15		)	(3		)	(251		)	(50		)	(39		)	(9		)	(62		)

NET INCOME	$	(36	)	$	(7	)	$	(2	)	$	—	$	(8	)	$	—		$	409		$	82		$	6,247		$	1,241		$	1,013		$	233		$	1,549

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 it's 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.



Income Statements - Funds ¹
(in thousands)
	Three months ended June 30, 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	$	15		$	3		$	—	$	—	$	3,262		$	652		—	—	7,660		1,524		3,381		782		2,961
Percentage rents	—			—			—		—		—			—			—	—	62		12		—		—		12
Expense reimbursements - CAM	—			—			—		—		268			54			—	—	1,110		221		447		103		378
Expense reimbursements - Taxes	—			—			—		—		116			23			—	—	1,473		293		439		101		417
Other property income	4			1			—		—		50			10			—	—	103		20		40		9		40
Total Property Revenues	19			4			—		—		3,696			739			—	—	10,408		2,070		4,307		995		3,808

PROPERTY EXPENSES
Property operating - CAM	4			1			—		—		517			103			—	—	1,299		259		532		123		486
Other property operating (Non-CAM)	16			4			—		—		363			73			—	—	264		53		23		5		135
Real estate taxes	2			—			—		—		355			71			—	—	2,003		399		683		158		628
Total Property Expenses	22			5			—		—		1,235			247			—	—	3,566		711		1,238		286		1,249

NET OPERATING INCOME - PROPERTIES	(3		)	(1		)	—		—		2,461			492			—	—	6,842		1,359		3,069		709		2,559

OTHER INCOME (EXPENSE)
Interest income	—			—			—		—		4			1			—	—	16		3		378		87		91
Straight-line rent income	—			—			—		—		346			69			—	—	557		111		272		63		243
Straight-line ground rent	—			—			—		—		2			—			—	—	—		—		—		—		—
Above/below market rent	—			—			—		—		—			—			—	—	540		107		969		224		331
Interest expense	(1		)	—			—		—		(1,056		)	(211		)	—	—	(1,585	)	(315	)	(1,124	)	(260	)	(786	)
Amortization of finance costs	—			—			—		—		(51		)	(10		)	—	—	(302	)	(60	)	(305	)	(71	)	(141	)
Above/below market interest expense	—			—			—		—		—			—			—	—	122		24		—		—		24
Asset and property management expense ²	—			—			—		—		(34		)	(7		)	—	—	(144	)	(29	)	(192	)	(44	)	(80	)
Other income/(expense)	—			—			—		—		250			50			—	—	20		4		124		29		83
Transaction costs	—			—			—		—		(7		)	(1		)	—	—	(7	)	(1	)	(1,124	)	(260	)	(262	)
Fund Income	(4		)	(1		)	—		—		1,915			383			—	—	6,059		1,203		2,067		477		2,062

PROMOTE, RCP AND OTHER INCOME
Equity in earnings (losses) from RCP investments	—			—			—		—		—			—			—	—	—		—		—		—		—
Gain on extinguishment of debt	—			—			—		—		—			—			—	—	(63	)	(13	)	—		—		(13	)
Provision for income taxes (RCP)	—			—			—		—		—			—			—	—	(9	)	(2	)	—		—		(2	)
Total Promote, RCP and Other Income	—			—			—		—		—			—			—	—	(72	)	(15	)	—		—		(15	)

GENERAL AND ADMINISTRATIVE	(34		)	(8		)	—		—		(112		)	(22		)	—	—	(118	)	(23	)	(27	)	(6	)	(59	)

Depreciation and amortization	1			—			—		—		(757		)	(151		)	—	—	(3,116	)	(620	)	(2,134	)	(493	)	(1,264	)
Gain on disposition of properties	—			—			—		—		(304		)	(61		)	—	—	1,584		315		—		—		254
Income before noncontrolling interest	(37		)	(9		)	—		—		742			149			—	—	4,337		860		(94	)	(22	)	978

Noncontrolling interest - OP	—			—			—		—		(30		)	(6		)	—	—	(166	)	(33	)	4		1		(38	)




NET INCOME	$	(37	)	$	(9	)	$	—	$	—	$	712	$	143	$	—	$	—	$	4,171	$	827	$	(90	)	$	(21	)	$	940

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			Current			Previous
	Year-to-Date			Quarter			Quarter			Year-to-Date			Quarter
	Period ended			3 months ended			3 months ended			Period ended			3 months ended
Funds from operations ("FFO"):	June 30, 2014			June 30, 2014			March 31, 2014			June 30, 2013			June 30, 2013

Net Income	$	33,059		$	11,464		$	21,595		$	18,380		$	8,757
Add back:
Depreciation of real estate and amortization of leasing costs:
(net of noncontrolling interest share)
Consolidated affiliates	16,238			8,098			8,140			13,587			7,043
Unconsolidated affiliates	1,603			889			713			1,201			650
Gain on sale of properties (net of noncontrolling interest share)
Consolidated affiliates	(12,227		)	166			(12,393		)	(776		)	(776		)
Unconsolidated affiliates	—			—			—			—			—
Impairment of asset	—			—			—			1,500			1,500
Income attributable to noncontrolling interests'
share in Operating Partnership	1,309			453			857			225			102
Distributions on Preferred OP Units ²	13			6			6			11			5
FFO	$	39,995		$	21,076		$	18,918		$	34,128		$	17,281

Adjusted Funds from operations ("AFFO"):
Diluted FFO	$	39,995		$	21,076		$	18,918		$	34,128		$	17,281
Straight line rent, net	(1,737		)	(1,012		)	(725		)	(1,800		)	(1,130		)
Straight-line ground rent	—			—			—			42			21
Above/below market rent	(1,836		)	(947		)	(889		)	(1,597		)	(993		)
Amortization of finance costs	762			388			374			662			363
Above/below market interest	(398		)	(199		)	(199		)	(882		)	(406		)
Non real estate depreciation	257			130			127			211			109
Leasing commissions	(577		)	(401		)	(176		)	(1,068		)	(421		)
Tenant improvements	(2,376		)	(853		)	(1,523		)	(2,648		)	(1,456		)
Capital expenditures	(590		)	(146		)	(444		)	(601		)	(555		)
Loss (gain) on extinguishment of debt	88			16			72			—			—
AFFO	$	33,588		$	18,052		$	15,535		$	26,447		$	12,813

Funds Available for Distribution ("FAD"):
AFFO	$	33,588		$	18,052		$	15,535		$	26,447		$	12,813
Scheduled principal repayments	(2,524		)	(1,059		)	(1,465		)	(2,966		)	(1,514		)
FAD	$	31,064		$	16,993		$	14,070		$	23,481		$	11,299

Total weighted average shares and OP Units:
Basic	59,205			60,240			58,159			54,948			55,791
Diluted	59,476			60,521			58,419			55,378			56,215

FFO per share:
FFO per share - Basic	$	0.68		$	0.35		$	0.33		$	0.62		$	0.31
FFO per share - Diluted	$	0.67		$	0.35		$	0.32		$	0.62		$	0.31

AFFO per share - Basic	$	0.57		$	0.30		$	0.27		$	0.48		$	0.23
AFFO per share - Diluted	$	0.56		$	0.30		$	0.27		$	0.48		$	0.23

FAD per share - Basic	$	0.52		$	0.28		$	0.24		$	0.43		$	0.20



FAD per share - Diluted	$	0.52	$	0.28	$	0.24	$	0.42	$	0.20

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)

	Year-to-Date								Current Quarter
	Period ended June 30, 2014								Three months ended June 30, 2014
	Core								Core
	Portfolio			Funds		TOTAL			Portfolio		Funds			TOTAL

NET INCOME	$ 31,510			$ 1,549		$ 33,059			$ 10,524		$ 940			$ 11,464

Add back:
Depreciation and amortization	15,878			2,302		18,180			7,883		1,264			9,147
Interest expense	10,282			1,693		11,975			5,005		786			5,791
Amortization of finance costs	492			270		762			247		141			388
Above/below market interest	(350		)	(48	)	(398		)	(175	)	(24		)	(199		)
Gain on disposition of properties	(12,393		)	(254	)	(12,647		)	—		(254		)	(254		)
Provision for income taxes	14			14		28			(91	)	2			(89		)
Loss on extinguishment of debt	3			85		88			3		13			16
Noncontrolling interest - OP	1,260			62		1,322			421		38			459

EBITDA	$	46,696		5,673		$	52,369		23,817		$	2,906		$	26,723



Core Portfolio
Same Property Performance ¹
(in thousands)

	Quarter							Year-to-Date

	Three months ended						Percentage Growth in Same	Period ended		Percentage Growth in Same
							Property NOI -			Property NOI -
	June 30, 2014			June 30, 2013			% of Line Item	June 30, 2014	June 30, 2013	% of Line Item

Revenue
Minimum rents	$	16,583		$	15,864		4.5%	$ 33,077	$ 31,654	4.5%
Expense reimbursements	4,315			4,000			7.9%	9,163	8,355	9.7%
Other property income	239			176			35.8%	432	428	0.9%

Total Revenue	21,137			20,040			5.5%	42,672	40,437	5.5%

Expenses
Property operating - CAM & Real estate taxes	5,014			4,548			-10.2%	10,354	9,217	-12.3%
Other property operating (Non-CAM)	464			569			18.5%	929	1,209	23.2%

Total Expenses	5,478			5,117			-7.1%	11,283	10,426	-8.2%

Same Property NOI - Core properties	$	15,659		$	14,923		4.9%	$ 31,389	$ 30,011	4.6%

Other same property information
Physical Occupancy	96.5		%	93.4		%		96.5%	93.4%
Leased Occupancy	96.8		%	94.8		%		96.8%	94.8%


¹ The 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
Six Months ended June 30, 2014
Asset and property management fees	$	22	$	1,299	$	2,824	$	3,443	$	266	$	7,854
Transactional fees	15		1,852		933		435		504		3,739
Total management fees and priority distributions	$	37	$	3,151	$	3,757	$	3,878	$	770	$	11,593


	Fund I		Fund II		Fund III		Fund IV		Other		Total
Current Quarter ended June 30, 2014
Asset and property management fees	$	11	$	656	$	1,384	$	1,692	$	147	$	3,890
Transactional fees	4		841		431		250		32		1,558
Total management fees	$	15	$	1,497	$	1,815	$	1,942	$	179	$	5,448


	Fund I		Fund II		Fund III		Fund IV		Other		Total
Previous 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	$	374,835			$	(107,864	)	$	32,133		$	299,104			reflects all adjustments, which in the opinion of management,
Buildings and improvements	1,235,017				(344,677		)	81,752			972,092				are necessary for the fair presentation of the consolidated
Construction in progress	8,417				(5,021		)	291			3,687				balance sheet for the interim period.
	1,618,269				(457,562		)	114,176			1,274,883
Less: accumulated depreciation	(241,446		)		61,186			(9,659		)	(189,919		)		² The Company currently invests in Funds I, II, III & IV and Mervyns I & II
Net real estate	1,376,823				(396,376		)	104,517			1,084,964				which are consolidated with the Company's financial statements.
															To provide investors with supplemental information, the Company's
Net real estate under development	364,360			³	(294,883		)	3,290			72,767				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	86,797				(34,161		)	1,130			53,766				and liability line items. Similarly, the presentation also includes
Cash in escrow	25,363				(16,722		)	763			9,404				the Company's pro-rata share of assets and liabilities for
Restricted cash	71,282				(57,231		)	—			14,051				unconsolidated investments which are accounted for under the equity
Investments in and advances to unconsolidated affiliates	183,126				(140,802		)	(41,781		)	543				method of accounting for the Company's financial statements.
Rents receivable, net	5,624				(2,155		)	1,143			4,612
Straight-line rents receivable, net	25,215				(10,237		)	1,458			16,436
Notes receivable	96,307				—			215			96,522				³ The components of Net real estate under development are as follows:
Deferred charges, net	30,107				(16,694		)	1,848			15,261				Fund II	$	332,247
Prepaid expenses and other assets	64,887				(5,026		)	1,227			61,088			⁴	Fund III	30,072
Acquired lease intangibles	42,305				(11,917		)	3,370			33,758				Fund IV	294
															Other	1,747
Total Assets	$	2,372,196			$	(986,204	)	$	77,180		$	1,463,172			Total Funds	$	364,360

LIABILITIES AND SHAREHOLDERS' EQUITY
															4 The components of Prepaid expenses and other assets are as follows:
Mortgage and other notes payable	$	1,072,512			$	(622,617	)	$	78,509		$	528,404			Due from Fund Investors	$	26,931
Valuation of debt at acquisition, net of amortization	1,517				—			42			1,559				Prepaid expenses	5,891
Acquired lease intangibles	23,848				(6,486		)	4,328			21,690				Contract deposits	5,100
Accounts payable and accrued expenses	39,584				(17,462		)	1,628			23,750				Accrued interest on Notes Receivable	4,619
Dividends and distributions payable	14,340				—			—			14,340				Unsettled ATM Trades	2,424
Share of losses in excess of inv. in unconsolidated affiliates	8,491				—			(8,491		)	—				Other	16,123
Other liabilities	19,543				(4,711		)	1,164			15,996				Total	$	61,088
Total liabilities	1,179,835				(651,276		)	77,180			605,739

Shareholders' equity:
Common shares	59				—			—			59
Additional paid-in capital	758,041				—			—			758,041
Accumulated other comprehensive loss	(2,076		)		—			—			(2,076		)
Retained earnings	44,202				—			—			44,202
Total controlling interest	800,226				—			—			800,226
Noncontrolling interest in subsidiary	392,135				(334,928		)	—			57,207
Total shareholders' equity	1,192,361				(334,928		)	—			857,433

Total Liabilities and Shareholders' Equity	$	2,372,196			$	(986,204	)	$	77,180		$	1,463,172



Structured Financing
(in thousands)

						Balance at
	Balance at		Second			June 30, 2014						Stated	Effective
	March 31, 2014		Quarter					Accrued				Interest	Interest	Maturity
Investment	Principal		Activity			Principal		Interest		Total		Rate	Rate ¹	Dates


First mortgage notes	$	54,269	$(38,000)			$	16,269	$	192	$	16,461	6.69%	7.20%	2014 to 2015

Mezzanine and other notes	65,370		14,668			80,038		4,045		84,083		12.20%	12.59%	2015 to 2024

Total notes receivable	$	119,639	$	(23,332	)	$	96,307	$	4,237	$	100,544	11.27%	11.68%

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
2520 Flatbush Avenue	17,100		100%	May	New York, NY	Bob's Furniture, Capital One
Bedford Green	46,750		100%	July	Bedford Hills, NY	Shop Rite, CVS, Panera

Total	$	148,350

Funds:

Fund IV:

Broughton Street Portfolio	$	26,006	50%	February-June	Savannah, GA	-
Eden Square	25,369		98%	July	Bear, DE	Lowe's, Giant

Total	$	51,375

Dispositions

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

Core Portfolio:

Walnut Hill	$	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:

Advances:



First Mortgage	$	13,000	12.7%	April	October, 2015
Preferred Equity Investment	4,000		13.0%	May	May, 2016

Total	$	17,000

Repayments:

First Mortgage	$	6,400	8.0%	January
Mezzanine Note	2,742		17.5%	January
First Mortgage	38,000		5.5%	April
Mezzanine Note	2,933		12.0%	June
Mezzanine Note	3,834		15.0%	June

Total	$	53,909



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 - 2014 Weighted Average		62,000 - 62,500	55,954

Full year Funds from Operations ("FFO") per share	¹	$1.35 to $1.40	$1.20

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


FFO Components:

Core and pro-rata share of Fund ("Fund") portfolio income		$87.0 to $88.5	$70.3

Asset and property management fee income, net of TRS taxes		$15.0 to $15.5	$17.6

Transactional fee income, net of TRS taxes		$7.0 to $8.0	$6.3

Promote, RCP and other income, net of TRS taxes		$1.0 to $1.5	$(0.6)

General and administrative expense		$(26.5) to $(26.0)	$(26.4)

Total		$83.5 to $87.5	$67.2

Note:

¹ FFO and EPS guidance is before acquisition costs which totaled $0.03 through June 30, 2014.
EPS guidance is before gain/loss on disposition of property which totaled $0.22 through June 30, 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	$	19,735	¹	$	78,940	-						$	2,461	$	9,844	20.00	%	$	1,969	$	6,842	$	27,368	19.90%	$	5,446	$	3,069	$	12,276	23.12%	$	2,838
Less:
(Income)/ loss from pre-stabilized assets ³												—		—				—		(866)		(3,464)			(689)		(1,421)		(5,684)			(1,314)
(Income)/ loss from development projects ⁴												—		—				—		(163)		(652)			(130)		(35)		(140)			(32)
Net Operating Income of stabilized assets												2,461		9,844				1,969		5,813		23,252			4,627		1,613		6,452			1,492

Costs to Date
Pre-stabilized assets ³														$	—			$	—			$	84,448		$	16,806			$	179,462		$	41,492
Development projects ⁴														340,700				68,140				36,500			7,264				38,300			8,855

Total Costs to Date														$	340,700			$	68,140			$	120,948		$	24,069			$	217,762		$	50,347

Debt				$	371,785	$	—							$	328,444			$	62,477			$	285,906		$	52,200			$ 194,769			$ 41,942

Gross asset value ²						$	2,400
Net Asset Value						$	2,400	37.78	%	$	907


Notes:
¹ Does not include a full quarter of NOI for those assets purchased during the second quarter 2014. 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%.
³Consists of the following projects:
Fund III:
640 Broadway
654 Broadway
Nostrand
Lincoln Park Centre
Fund IV:
719 Lincoln Rd
1650 Meridian Avenue
838 Lincoln Road
2819 Kennedy Blvd
Paramus Plaza
1151 Third Avenue



Selected Financial Ratios
(in thousands)

	Three months ended June 30,						Period ended June 30,							Three months ended June 30,			Three months ended March 31,

	2014			2013			2014			2013				2014			2014
COVERAGE RATIOS ¹													LEVERAGE RATIOS

Fixed-Charge Coverage Ratios													Debt ⁴	$	528,404		$	562,899
													Total Market Capitalization	2,252,373			2,118,292
EBITDA ² divided by:	$	23,817		$	20,686		$ 46,696			$	39,530		Debt/Total Market Capitalization	23%			27%
Interest expense	5,005			5,107			10,282			9,951
Principal Amortization	1,027			1,290			2,206			2,535			Debt ⁶	$	460,587		$	493,948
Preferred Dividends ³	6			5			13			11			Total Market Capitalization	2,184,556			2,049,341
Fixed-Charge Coverage Ratio - Core Portfolio	3.9x			3.2x			3.7x			3.2x			Net Debt/Total Market Capitalization	21%			24%

EBITDA divided by:	$	26,723		$	23,390		$ 52,369			$	45,874		Debt + Preferred Equity (Preferred O.P. Units)	$	529,108		$	563,560
Interest expense	5,791			6,083			11,975			11,859			Total Market Capitalization	2,252,373			2,118,292
Principal Amortization	1,059			1,514			2,524			2,966			Debt+Preferred Equity/Total Market Capitalization	23%			27%
Preferred Dividends	6			5			13			11
Fixed-Charge Coverage Ratio - Core Portfolio													Debt	$	371,785		$	405,214
and Funds	3.9x			3.1x			3.6x			3.1x			EBITDA (Annualized) ⁷	89,289			91,516
													Debt/EBITDA - Core Portfolio	4.2x			4.4x
Payout Ratios
													Debt ⁵	$	325,031		$	364,419
Dividends (Shares) & Distributions (OP Units) paid	$	14,365		$	11,981		$ 28,106			$	23,744		EBITDA (Annualized) ⁷	89,289			91,516
FFO	21,076			17,281			39,995			34,128			Net Debt/EBITDA - Core Portfolio	3.6x			4.0x
FFO Payout Ratio	68		%	69		%	70		%	70		%
													Debt ⁴	$	528,404		$	562,899
Dividends (Shares) & Distributions (OP Units) paid	$	14,365		$	11,981		$	28,106		$	23,744		EBITDA (Annualized) ⁷	100,913			102,584
AFFO	18,052			12,813			33,588			26,447			Debt/EBITDA - Core Portfolio and Funds	5.2x			5.5x
AFFO Payout Ratio	80		%	94		%	84		%	90		%
													Debt ⁶	$	460,587		$	493,948
Dividends (Shares) & Distributions (OP Units) paid	$	14,365		$	11,981		$ 28,106			$	23,744		EBITDA (Annualized) ⁷	100,913			102,584
FAD	16,993			11,299			31,064			23,481			Net Debt/EBITDA - Core Portfolio and Funds	4.6x			4.8x
FAD Payout Ratio	85		%	106		%	90		%	101		%
													NOI (Annualized)	$	78,940		$	76,816
													Debt	371,785			405,214
Notes:													Debt Yield - Core Portfolio	21%			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.													NOI (Annualized)	$	78,940		$	76,816
²See page 9 for a calculation of EBITDA.													Debt ⁵	325,031			364,419
³Represents preferred distributions on Preferred Operating partnership Units.													Net Debt Yield - Core Portfolio	24		%	21		%
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.													NOI (Annualized)	$	89,176		$	86,936
⁶Reflects debt net of the current Core Portfolio and pro-rata share of the Funds cash balance at end of period.													Debt ⁴	528,404			562,899
⁷Annualized EBITDA adjusted for income of $1,993 relating to the collection of a previously reserved note receivable.													Debt Yield - Core Portfolio and Funds	17		%	15		%

													NOI (Annualized)	$	89,176		$	86,936
													Debt ⁶	460,587			493,848
													Net Debt Yield - Core Portfolio and Funds	19		%	18		%



Portfolio Debt - Summary
Reconciliation from Pro-Rata Share of Debt to Consolidated 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	$	357,974	5.1	%	$	73,837	4.6	%	$	431,811	5.1	%	82	%	$	402,344	$	(47,253	)	$	786,902
Variable-Rate Debt	13,811		1.8%		82,782		2.1	%	96,593		2.1	%	18	%	220,274		(31,257		)	285,610

Total	$	371,785	5.0	%	$	156,619	3.3	%	$	528,404	4.5	%	100	%	$	622,618	$	(78,510	)	1,072,512
Unamortized premium																				1,517
																				$	1,074,029


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	June 30, 2014			Percent	Amount			Rate	Date	Options

CORE PORTFOLIO

Fixed-Rate Debt
Crossroads Shopping Center	Crossroads JV	$	57,689		49.0%	$	28,268		5.37%	12/1/2014	None
Crescent Plaza	Acadia	16,602			100.0%	16,602			4.98%	9/6/2015	None
Pacesetter Park Shopping Center	Acadia	11,420			100.0%	11,420			5.12%	11/6/2015	None
Elmwood Park Shopping Center	Acadia	32,473			100.0%	32,473			5.53%	1/1/2016	None
Chicago Portfolio	Acadia	15,412			100.0%	15,412			5.61%	2/1/2016	None
The Gateway Shopping Center	Acadia	19,594			100.0%	19,594			5.44%	3/1/2016	None
330-340 River Street	Acadia	10,787			100.0%	10,787			5.3%	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	16,092			100.0%	16,092			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	4,294			100.0%	4,294			6.65%	3/1/2017	None
Merrillville Plaza	Acadia	25,671			100.0%	25,671			5.88%	8/1/2017	None
Georgetown Portfolio	Acadia	18,039			50.0%	9,020			4.72%	12/10/2027	None
Interest rate swaps ¹	Acadia	111,695			99.9%	111,528			4.15%	Various	None

Sub-Total Fixed-Rate Debt		$	532,348			$	357,974		5.14%

Variable-Rate Debt

Unsecured Line of Credit ²	Acadia	$	—		100.0%	$	—		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	6,202			100.0%	6,202			Libor + 190	9/1/2022	None
28 Jericho Turnpike	Acadia	15,957			100.0%	15,957			Libor + 190	1/23/2023	None
60 Orange Street	Acadia	8,347			98.0%	8,180			Libor + 175	4/3/2023	None
Interest rate swaps ¹	Acadia	(111,695		)	99.9%	(111,528		)	Libor + 190	Various	None

Sub-Total Variable-Rate Debt		13,811				13,811			Libor + 160

Total Core Portfolio Debt		546,159				371,785			5.01%



Portfolio Debt - Detail (continued)
(in thousands)

		Principal Balance at			Acadia's Pro-rata Share				Interest	Maturity	Extension
Property	Entity	June 30, 2014			Percent	Amount			Rate	Date	Options

Funds

Fixed-Rate Debt
Lincoln Road ³	Fund III	$	19,232		18.9%	$	3,637		6.14%	8/11/2014	None
CityPoint ³	Fund II	20,000			18.8%	3,766			7.25%	11/1/2014	None
Arundel Plaza ³	Fund III	8,864			17.9%	1,588			5.6%	4/1/2015	None
216th Street ³	Fund II	25,500			19.8%	5,054			5.80%	10/1/2017	None
CityPoint ³	Fund II	198,500			18.8%	37,375			4.75%	2019 ⁶	None
CityPoint ^3,5	Fund II	5,262			18.8%	991			1.00%	8/23/2019	None
Interest rate swaps ¹	Funds II & III	109,369			19.6%	21,426			3.59%	Various

Sub-Total Fixed-Rate Debt		$	386,727			$	73,837		4.65%

Variable-Rate Debt

Parkway Crossing ³	Fund III	$	13,134		17.9%	$	2,353		Libor + 220	1/1/2015	2 x 12 mos.
Liberty Avenue ³	Fund II	9,032			19.8%	1,790			Libor + 275	4/30/2015	None
210 Bowery	Fund IV	4,600			23.1%	1,064			Libor + 195	6/1/2015	None
640 Broadway ³	Fund III	22,750			10.0%	2,264			Libor + 295	7/1/2015	1 x 12 mos.
CityPoint ³	Fund II	20,650			18.8%	3,888			Libor + 350	8/12/2015	None
CityPoint ³	Fund II	20,000			18.8%	3,766			Libor + 500	8/23/2015	1 x 12 mos.
Cortlandt Towne Center	Fund III	84,351			19.9%	16,786			Libor + 165	10/26/2015	None
Acadia Strategic Opportunity IV LLC ⁴	Fund IV	28,100			23.1%	6,497			Libor + 165	11/20/2015	1 x 12 mos.
Nostrand Avenue	Fund III	12,307			19.9%	2,449			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 ³	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.
New Hyde Park Shopping Center	Fund III	11,960			19.9%	2,380			Libor + 185	5/1/2017	2 x 12 mos.
938 W. North Avenue ³	Fund IV	12,500			18.5%	2,312			Libor + 235	5/1/2017	1 x 12 mos.
1151 Third Avenue	Fund IV	12,500			23.1%	2,890			Libor + 175	6/3/2017	1 x 12 mos.
161st Street ³	Fund II	29,500			19.8%	5,847			Libor + 250	4/1/2018	None
Lincoln Road ³	Fund IV	84,000			22.0%	18,450			Libor + 160	6/14/2018	None
Paramus Plaza ³	Fund IV	12,600			11.6%	1,457			Libor + 170	2/20/2019	None
Lake Montclair	Fund IV	15,469			23.1%	3,576			Libor + 215	5/1/2019	None
White City Shopping Center ³	Fund III	56,808			16.7%	9,498			Libor + 215	2/19/2021	None
Interest rate swaps ¹	Funds II & III	(109,369		)	19.6%	(21,426		)	Libor + 232

Sub-Total Variable-Rate Debt		$	422,392			$	82,782		Libor + 195

Total Funds Portfolio Debt		$	809,119			$	156,619		3.31%

Total Debt		$	1,355,278			$	528,404		4.51%

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 June 30, 2014, the interest rate is LIBOR + 155 basis points.
³ Acadia's interest in this Fund debt is also reflected net of other JV interests at the investment level.
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 $239,881.
⁵ 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.
⁶ 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 Maturities ¹
(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	$	2,394	$	57,109	$	59,503	$	2,023	$	27,983	$	30,006	5.37	%	5.37	%	n/a
2015	3,681		27,344		31,025		3,517		27,344		30,861		5.04	%	5.04	%	n/a
2016	2,104		257,953		260,057		1,934		128,686		130,620		5.87	%	5.87	%	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		1.67	%	n/a		1.67	%
Thereafter	7,944		35,374		43,318		5,947		28,962		34,909		2.97	%	4.72	%	2.01	%
Total	$	18,830	$	527,329	$	546,159	$	15,761	$	356,024	$	371,785





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	$	2,355	$	39,026	$	41,381	$	424	$	7,364	$	7,788	6.71	%	6.71	%	n/a
2015	3,621		209,103		212,724		677		39,602		40,279		2.71	%	5.60	%	2.58	%
2016	1,970		83,897		85,867		392		17,422		17,814		1.78	%	n/a		1.78	%
2017	1,436		69,188		70,624		271		13,960		14,231		3.48	%	5.80	%	2.12	%
2018	1,166		113,500		114,666		214		24,297		24,511		1.98	%	n/a		1.98	%
Thereafter	1,229		282,691		283,920		205		51,803		52,008		3.98	%	4.65	%	2.23	%
Total	$	11,777	$	797,405	$	809,182	$	2,183	$	154,448	$	156,631

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	%	$	—	$	237.23	$	237.23	$	4,303,538
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	%	—		149.40		149.40		6,189,744
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	2011/12	100.0	%	—	23,415	23,415	—		79.7	%	79.7	%	79.7	%	—		55.07		55.07		1,027,825
Halsted and Armitage Collection - 9 properties	Intermix, BCBG, Club Monaco	2011/12	100.0	%	20,580	24,078	44,658	100.0	%	90.9	%	95.1	%	95.1	%	20.70		63.93		42.98		1,824,696
North Lincoln Park Chicago Collection - 6 properties	Forever 21, Aldo, Carhartt, Chase Bank	2011/14	100.0	%	—	51,255	51,255	—		96.5	%	96.5	%	96.5	%	—		21.87		21.87		1,081,722
					37,080	188,080	225,160	100.0	%	95.3	%	96.1	%	96.1	%	35.76		87.72		78.82		17,056,810
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
152-154 Spring Street	Kate Spade Saturday	2014	100.0	%	—	2,936	2,936	—		100.0	%	100.0	%	100.0	%	—		728.66		728.66		2,139,360
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	—		100.0	%	100.0	%	100.0	%	—		413.71		413.71		2,388,362
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	%	—		31.38		31.38		460,545
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
252-256 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	%	—	13,638	13,638	—		89.0	%	89.0	%	100.0	%	—		141.75		141.75		1,720,569
2520 Flatbush Avenue	Bob's Discount Furniture, Capital One	2014	100.0	%	—	29,114	29,114	—		100.0	%	100.0	%	100.0	%	—		36.05		36.05		1,049,538
					34,614	140,569	175,183	100.0	%	98.9	%	99.1	%	100.0	%	31.60		102.47		88.35		15,344,688
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	%	—		57.49		57.49		1,316,844
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	63.6	%	—	31,124	31,124	—		93.4	%	93.4	%	93.4	%	—		82.71		82.71		2,405,471
					24,996	86,564	111,560	100.0	%	95.4	%	96.4	%	97.8	%	12.50		59.94		48.91		5,260,244
Boston Metro
330-340 River Street	Whole Foods	2012	100.0	%	40,800	13,426	54,226	100.0	%	100.0	%	100.0	%	100.0	%	17.05		32.38		20.85		1,130,470
					40,800	13,426	54,226	100.0	%	100.0	%	100.0	%	100.0	%	17.05		32.38		20.85		1,130,470

Total Street Retail					137,490	428,639	566,129	100.0	%	96.7	%	97.5	%	98.0	%	$	24.93	$	85.34	$	70.29	$	38,792,212

Acadia Share Total Street Retail					137,490	412,369	549,859	100	%	96.7	%	97.5	%	98.0	%	24.93		85.49		69.97		37,527,771

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
¹Represents the annual base rent paid to Acadia pursuant to a 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	Key Tenants	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	$	25.44	$	25.36	$ 3,678,349
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	%	—	31.30		31.30		2,733,855
Branch Plaza	LA Fitness, CVS	1998	100.0	%	74,050	52,223	126,273	75.7	%	76.5	%	76.0	%	76.0	%	21.35	31.00		25.36		2,434,147
Amboy Center	Stop & Shop (Ahold)	2005	100.0	%	37,266	26,024	63,290	100.0	%	100.0	%	100.0	%	100.0	%	20.00	46.17		30.76		1,946,877
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	18.69		12.56		1,089,882
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	Home Goods, PetSmart, Kmart	1998	49.0	%	202,727	107,930	310,657	100.0	%	79.1	%	92.7	%	95.4	%	14.06	43.51		22.79		6,565,452
New Loudon Center	Price Chopper, Marshalls	1993	100.0	%	251,058	4,615	255,673	100.0	%	100.0	%	100.0	%	100.0	%	7.35	31.03		7.78		1,989,333
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	%	98.7	%	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	61,163	218,148	100.0	%	78.9	%	94.1	%	96.0	%	7.51	12.09		8.59		1,762,526

Vermont
The Gateway Shopping Center	Shaw's (Supervalu)	1999	100.0	%	73,184	28,471	101,655	100.0	%	98.3	%	99.5	%	99.5	%	19.00	22.24		19.90		2,012,739

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	21.04		12.09		1,143,717

Indiana
Merrillville Plaza	Jo-Ann Fabrics, TJ Maxx	1998	100.0	%	123,220	112,867	236,087	100.0	%	93.9	%	97.1	%	98.7	%	10.72	17.76		13.97		3,203,334

Michigan
Bloomfield Towne Square	Best Buy, Home Goods,	1998	100.0	%	153,839	81,947	235,786	100.0	%	100.0	%	100.0	%	100.0	%	11.12	22.43		15.05		3,548,369
	TJ Maxx, Dick's Sporting Goods
Ohio
Mad River Station	Babies 'R' Us, Office Depot	1999	100.0	%	58,185	65,150	123,335	100.0	%	67.4	%	82.8	%	82.8	%	9.49	17.65		13.00		1,326,780

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	%	16.10	20.44		16.32		13,872,559



	Target, Dick's Sporting Goods
Market Square Shopping Center	Trader Joe's, TJ Maxx	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	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		13.83		7.27		1,266,178
Chestnut Hill	—	2006	100.0	%	—	37,646	37,646	—		100.0	%	100.0	%	100.0	%	—		24.04		24.04		904,845
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		27.67		19.77		1,159,706

Total Suburban Properties					3,351,052	1,162,542	4,513,594	98.1	%	90.4	%	96.1	%	96.5	%	$	12.18	$	24.87	$	15.45	$	63,063,673

Acadia Share Total Suburban Properties					2,549,410	1,008,103	3,557,513	98.9	%	90.4	%	96.5	%	96.9	%	$	10.95	$	23.46	$	14.53	$	46,179,717

TOTAL CORE PROPERTIES					3,488,542	1,591,181	5,079,723	98.1	%	92.1	%	96.2	%	96.7	%	$	12.73	$	41.97	$	21.98	$ 101,855,885

Acadia Share Total Core Properties					2,686,900	1,420,472	4,107,372	98.9	%	92.2	%	96.6	%	97.0	%	$	11.75	$	42.35	$	22.54	$	83,707,488


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.
¹Anchor 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
²Anchor 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	2.4	%	2.8	%

Ann Taylor Loft	2	14,174	2,150,210		0.3	%	2.6	%

Stop and Shop (Ahold)	3	155,177	1,948,635		3.8	%	2.3	%

Supervalu (Shaw's)	2	123,409	1,907,456		3.0	%	2.3	%

Home Depot	3	312,718	1,827,600		7.6	%	2.2	%

TJX Companies	8	209,198	1,625,642		5.1	%	1.9	%
-- TJ Maxx	5	120,123	854,724		2.8%		1.0%
-- Marshalls	1	37,212	167,454		0.9%		0.2%
-- Home Goods	2	51,863	603,464		1.3%		0.7%

Walgreens	3	37,499	1,412,716		0.9	%	1.7	%

Citibank	5	17,283	1,239,117		0.4	%	1.5	%

Kmart	3	273,969	1,170,078		6.7	%	1.4	%

Bob's Discount Furniture	2	34,723	1,062,507		0.8	%	1.3	%

TD Bank	2	15,560	1,060,904		0.4%		1.3%
JP Morgan Chase Bank	6	30,344	1,028,751		0.7%		1.2%
Trader Joe's	2	19,094	967,216		0.5%		1.2%
Urban Outfitters	2	19,902	879,450		0.5%		1.1%
Dicks Sporting Goods	2	59,805	860,471		1.5%		1.0%
Gap (Banana Republic and Old Navy)	3	13,835	856,466		0.3%		1.0%
Sleepy's	5	31,843	852,469		0.8%		1.0%
HSBC Bank	2	5,686	845,879		0.1%		1.0%
Captial One	3	12,778	789,848		0.3%		0.9%
Rite Aid	2	26,633	764,030		0.6%		0.9%

TOTAL	62	1,513,630	$	25,585,945	36.7	%	30.6	%


Notes:
General Note - Does not include tenants that operate at only one of Acadia's properties.
¹Includes the Company's pro-rata share of unconsolidated joint ventures.



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	—	—	—		$	—	—		4	6,876	0.5	%	$	29.83	0.3	%	4	6,876	0.1	%	$	29.83	0.2	%
2014	3	174,074	5.5	%	6.75		2.9	%	27	80,675	5.5	%	44.80		5.9	%	30	254,749	5.5	%	18.80		4.7	%
2015	5	252,812	8.0	%	13.58		8.5	%	34	129,047	8.8	%	32.76		6.9	%	39	381,859	8.2	%	20.06		7.5	%
2016	9	315,062	9.9	%	11.29		8.8	%	56	231,571	15.8	%	26.20		9.9	%	65	546,633	11.8	%	17.61		9.4	%
2017	6	311,806	9.8	%	11.80		9.1	%	49	206,472	14.1	%	38.47		12.9	%	55	518,278	11.2	%	22.43		11.4	%
2018	7	416,882	13.2	%	12.97		13.4	%	56	179,804	12.3	%	33.23		9.7	%	63	596,686	12.9	%	19.08		11.2	%
2019	7	210,728	6.7	%	10.54		5.5	%	26	88,485	6.0	%	53.02		7.6	%	33	299,213	6.5	%	23.11		6.8	%
2020	6	329,713	10.4	%	12.12		9.9	%	21	76,841	5.2	%	46.03		5.8	%	27	406,554	8.8	%	18.53		7.4	%
2021	7	283,831	9.0	%	13.13		9.2	%	18	87,441	6.0	%	36.98		5.3	%	25	371,272	8.0	%	18.75		6.8	%
2022	2	69,837	2.2	%	26.15		4.5	%	24	97,150	6.6	%	50.65		8.0	%	26	166,987	3.6	%	40.41		6.6	%
2023	3	132,322	4.2	%	11.63		3.8	%	16	79,813	5.4	%	45.79		5.9	%	19	212,135	4.6	%	24.48		5.1	%
Thereafter	16	671,707	21.2	%	14.57		24.3	%	33	201,064	13.7	%	66.80		21.8	%	49	872,771	18.8	%	26.61		22.8	%
Total	71	3,168,774	100.0	%	$	12.73	100.0	%	364	1,465,239	100.0	%	$	41.97	100.0	%	435	4,634,013	100.0	%	$	21.98	100.0	%


		254,916	Anchor GLA Owned by Tenants															254,916	Anchor GLA Owned by Tenants
		64,852	Total Vacant							125,942	Total Vacant							190,794	Total Vacant
		3,488,542	Total Square Feet							1,591,181	Total Square Feet							5,079,723	Total Square Feet


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



Core Portfolio - New and Renewal Rent Spreads ¹



	Period ended						3 months ended				3 months ended
	June 30, 2014						June 30, 2014				March 31, 2014
	GAAP³			Cash²			GAAP³		Cash²		GAAP³		Cash²
New leases
Number of new leases executed	5			5			2		2		3		3
GLA	22,124			22,124			5,635		5,635		16,489		16,489
New base rent	$	85.40		$	74.45		$41.67		$38.72		$100.35		$86.66
Previous base rent	$	40.32		$	41.20		$23.34		$25.38		$46.12		$46.61
Average cost per square foot	$	140.96		$	140.96		$1.62		$1.62		$188.58		$188.58
Weighted Average Lease Term (years)	13.8			13.8			6.5		6.5		16.3		16.3
Percentage growth in base rent	111.8		%	80.7		%	78.5%		52.6%		117.6%		85.9%

Renewal leases
Number of renewal leases executed	16			16			13		13		3		3
GLA	192,922			192,922			185,472		185,472		7,450		7,450
New base rent	$	20.45		$	19.23		$20.18		$18.96		$27.05		$25.99
Expiring base rent	$	17.73		$	18.13		$17.55		$17.97		$22.23		$22.23
Average cost per square foot	$	—		$	—		$	—	$	—	$	—	$	—
Weighted Average Lease Term (years)	4.8			4.8			4.8		4.8		5.3		5.3
Percentage growth in base rent	15.3		%	6.1		%	15.0%		5.5%		21.7%		16.9%

Total new and renewal Leases
Number of new and renewal leases executed	21			21			15		15		6		6
GLA commencing	215,046			215,046			191,107		191,107		23,939		23,939
New base rent	$	27.13		$	24.91		$20.81		$19.54		$77.54		$67.78
Expiring base rent	$	20.05		$	20.50		$17.72		$18.19		$38.69		$39.02
Average cost per square foot	$	14.50		$	14.50		$0.05		$0.05		$129.89		$129.89
Weighted Average Lease Term (years)	5.7			5.7			4.8		4.8		12.9		12.9
Percentage growth in base rent	35.3		%	21.5		%	17.5%		7.4%		100.4%		73.7%


Notes:
¹Based 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.
²Rents 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.
³Rents are calculated on a straight-line ("GAAP") basis.



Core Portfolio Capital Expenditures
Current Quarter


	Year-to-Date		Current Quarter		Previous Quarter
	Period ended		3 months ended		3 months ended		Prior Year ended
	June 30, 2014		June 30, 2014		March 31, 2014		December 31, 2013


Leasing Commissions	$	577	$	401	$ 176		$ 1,676
Tenant Improvements	2,376		853		1,523		4,057
Capital Expenditures	590		146		444		2,592
Total Capital Expenditures	$	3,543	$	1,400	$	2.143	$	8.325

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


Note:
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	$	4,303,538	18,141	295,897	163,646	$	74,143	$	115,275
	Rush and Walton Streets Collection - 6 properties	Chicago	IL	6,189,744		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	1,027,825		23,415	406,523	217,890	70,388		105,694
	Halsted and Armitage Collection - 9 properties	Chicago	IL	1,824,696		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	2,388,362		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	460,545		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
	252-256 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		13,638	878,321	422,645	85,293		121,409
	152-154 Spring Street	Manhattan	NY	2,139,360		2,936	918,561	473,494	87,476		126,722
	2520 Flatbush Avenue	Brooklyn	NY	1,049,538		29,114	553,769	211,713	56,343		68,554

	1739-53 & 1801-03 Connecticut Avenue	Washington	DC	1,316,844		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	2,405,471		31,124	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
Weighted Average - Based on annual base rent							509,599	251,558	$ 79,264		$ 115,820





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	$ 3,678,349	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	2,733,855	87,330	67,473	22,922	109,170	123,046
	Branch Plaza	Smithtown	NY	2,434,147	126,273	67,554	22,991	108,660	122,359
	Amboy Center	Staten Island	NY	1,946,877	63,290	151,900	55,451	87,868	98,504
	Pacesetter Park Shopping Center	Pomona	NY	1,089,882	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	6,565,452	310,657	109,134	42,516	96,092	118,263
	New Loudon Center	Latham	NY	1,989,333	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	1,762,526	218,148	98,838	34,781	57,332	64,961
	The Gateway Shopping Center	So. Burlington	VT	2,012,739	101,655	48,384	19,261	51,446	63,537
	Hobson West Plaza	Naperville	IL	1,143,717	99,137	94,989	34,059	103,910	126,405
	Merrillville Plaza	Hobart	IN	3,203,334	236,087	26,123	10,805	47,909	58,578
	Bloomfield Towne Square	Bloomfield Hills	MI	3,548,369	235,786	56,773	22,617	62,547	94,909
	Mad River Station	Dayton	OH	1,326,780	123,335	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	1,266,178	175,589	6,832	2,962	37,786	44,999
	Chestnut Hill	Philadelphia	PA	904,845	37,646	147,436	62,292	58,777	77,506
	Abington Towne Center	Abington	PA	1,159,706	216,278	89,439	35,119	78,159	95,124

Total Core Suburban Properties
Weighted Average - Based on annual base rent						93,495	34,221	$ 75,389	$ 90,793

Total Core Properties
Weighted Average - Based on annual base rent						283,644	133,539	$ 77,160	$ 102,230

	Brandywine/Mkt Sq./Naamans Rd ¹	Wilmington	DE	$ 17,384,515	1,022,900	507,575	193,705	$ 72,923	$ 88,573

Note:
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	6,002,214	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
Weighted Average - Based on annual base rent						1,180,801	416,621	$ 34,620	$ 46,015

	Fund III
	Cortlandt Towne Center	Mohegan Lake	NY	9,809,539	639,353	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	1,227,624	32,602	199,698	70,745	102,010	122,658
	White City	Shrewsbury	MA	4,000,307	180,379	99,189	39,649	51,215	62,391
	Parkway Crossing	Parkville	MD	1,837,311	260,241	185,935	74,271	59,022	68,972
	Lincoln Road	Miami Beach	FL	2,586,411	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	2,331,200	61,761	431,527	230,716	73,011	109,736
	Nostrand Avenue	Brooklyn	NY	1,428,327	40,315	544,351	203,713	51,528	65,388
	Arundel Plaza	Glen Burnie	MD	1,318,478	265,116	77,759	29,166	59,786	64,793

Fund III
Weighted Average - Based on annual base rent						194,180	88,635	79,165	101,054

	Fund IV
	1701 Belmont Avenue	Catonsville	MD	936,166	58,674	110,450	43,613	60,575	68,732
	Lincoln Road	Miami Beach	FL	4,590,048	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	3,348,312	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	534,396	12,881	1,270,132	636,996	87,522	131,326
	Lake Montclair	Prince William County	VA	1,885,609	105,850	55,900	18,373	93,338	103,028
	938 W. North Avenue	Chicago	IL	928,510	33,228	453,690	239,813	72,447	108,382

Fund IV
Weighted Average - Based on annual base rent						112,294	51,028	100,412	136,377

Total - Funds
Weighted Average - Based on annual base rent						352,678	140,763	66,026	84,815



Overview of Acadia Funds


As of June 30, 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	$366.6 million	$121.0 million
As a percentage of commitments	100.0%	100.0%	77.2%	22.4%
			All unfunded capital is anticipated to be used to
			complete existing projects

Distributions	$191.5 million	$131.6 million	$262.6 million	$0
As a percentage of funded capital	221.1%	43.9%	71.6%	—%

	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:	9%	8%	6%	6%

Fees/Priority Distributions to Acadia

	Asset management fee/Priority distribution equal to 1.5% of implied capital¹

	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
Notes:
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	$	29.38	$	31.41

Fund III Portfolio Detail

NEW YORK

New York
Cortlandt Towne Center	Wal-Mart, Best Buy, A&P	2009	100.0%	472,420	166,933	639,353	95.7	%	83.7	%	92.6	%	96.7	%	$	14.05	$	24.71	$	16.57
654 Broadway	Penguin (Perry Ellis)	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	%	100.0	%	—		229.91		229.91
New Hyde Park Shopping Center	PetSmart	2011	100.0%	13,507	19,095	32,602	100.0	%	80.4	%	88.5	%	88.5	%	35.00		49.18		42.54
Nostrand Avenue	—	2013	100.0%	—	40,315	40,315	—		75.9	%	75.9	%	75.9	%	—		46.67		46.67

NEW ENGLAND

Massachusetts
White City Shopping Center	Shaw's (Supervalu)	2010	84.0%	131,839	125,936	257,775	85.6	%	98.7	%	92	%	92.0	%	15.6		35.05		25.8

MID-ATLANTIC

Maryland
Parkway Crossing	Home Depot, Shop Rite	2011	94.3%	192,836	67,405	260,241	100.0	%	82.1	%	95.4	%	95.4	%	3.65		20.48		7.4
Arundel Plaza	Giant Food, Lowe's	2012	94.3%	231,920	33,196	265,116	100.0	%	58.8	%	94.8	%	94.8	%	3.90		21.18		5.24

SOUTHEAST

Florida
Lincoln Road	Starbucks, Sushi Samba	2011	95.0%	—	59,677	59,677	—		34.2	%	34.2	%	36.2	%	—		126.57		126.57

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	Design Within Reach	2012	100.0%	—	61,761	61,761	—		87.6	%	87.6	%	100.0	%	—		43.09		43.09

Total - Fund III				1,092,400	613,211	1,705,611	96.4	%	80.7	%	90.8	%	92.8	%	$	10.71	$	40.32	$	20.17



Fund IV Portfolio Detail

NEW YORK
New York
1151 Third Avenue		2013	100.0%	—	12,881	12,881	—		36.0	%	36.0	%	100.0	%	$	—	$	115.34	$	115.34

New Jersey
Paramus Plaza	Babies R Us, Ashley Furniture	2013	50.0%	76,222	75,838	152,060	100.0	%	29.5	%	64.8	%	64.8	%	20.80		8.75		18.07

MID-ATLANTIC
Virginia
Promenade at Manassas	Home Depot, HH Gregg	2013	98.6%	194,038	71,404	265,442	100.0	%	92.5	%	98.0	%	98.4	%	9.73		22.11		12.87
Lake Montclair	Food Lion	2013	100.0%	33,000	72,850	105,850	100.0	%	93.4	%	95.5	%	95.5	%	9.50		23.10		18.66

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%	—	33,228	33,228	—		62.6	%	62.6	%	62.6	%	—		44.66		44.66

SOUTHEAST
Florida
Lincoln Road	Aldo, Fossil, Spris	2012	95.0%	—	54,864	54,864	—		68.9	%	68.9	%	71.1	%	—		121.46		121.46

Total - Fund IV				361,934	321,065	682,999	100	%	68.4	%	85.2	%	86.7	%	$	13.05	$	42.25	$	24.08


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%
¹Currently 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
2019	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	2	70,880	39.8	%	42.42		51.5	%	6	105,967	84.7	%	31.2		90.1	%	8	176,847	58.4	%	35.69		66.4	%
Total	3	177,906	100.0	%	$	32.84	100.0	%	9	124,971	100.0	%	$	29.38	100.0	%	12	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 M¹	—	—	—		$	—	—		2	4,000	0.8	%	$	22.23	0.4%		2	4,000	0.3	%	$	22.23	0.3%
2014	—	—	—		—		—		12	44,416	9.0	%	27.01		6	%	12	44,416	2.9	%	27.01		3.8	%
2015	3	81,465	7.7	%	7.11		5.1	%	12	23,069	4.7	%	42.28		4.9	%	15	104,534	6.8	%	14.87		5.0	%
2016	1	26,561	2.5	%	8.00		1.9	%	23	54,548	11.0	%	40.21		11	%	24	81,109	5.2	%	29.66		7.7	%
2017	2	52,131	4.9	%	18.36		8.5	%	13	54,065	10.9	%	28.12		7.6	%	15	106,196	6.9	%	23.33		7.9	%
2018	5	287,562	27.3	%	12.54		32.0	%	23	82,228	16.6	%	30.44		12.5	%	28	369,790	23.9	%	16.52		19.6	%
2019	3	236,323	22.4	%	7.57		15.9	%	12	37,437	7.6	%	67.09		12.6	%	15	273,760	17.7	%	15.71		13.8	%
2020	—	—	—		—		—		5	15,546	3.1	%	21.48		1.7	%	5	15,546	1.0	%	21.48		1.1	%
2021	1	35,601	3.4	%	10.76		3.4	%	7	28,392	5.7	%	36.22		5.2	%	8	63,993	4.1	%	22.05		4.5	%
2022	1	65,028	6.2	%	17.00		9.8	%	10	32,038	6.5	%	45.79		7.4	%	11	97,066	6.3	%	26.5		8.2	%
2023	2	38,836	3.7	%	15.49		5.3	%	12	43,421	8.8	%	56.61		12.3	%	14	82,257	5.3	%	37.19		9.8	%
Thereafter	3	229,660	21.8	%	8.89		18.1	%	16	75,481	15.3	%	48.56		18.4	%	19	305,141	19.7	%	18.71		18.3	%
Total	21	1,053,167	100.0	%	$	10.71	100.0	%	147	494,641	100.0	%	$	40.32	100.0	%	168	1,547,808	100.0	%	$	20.17	100.0	%

		39,233	Total Vacant							118,570	Total Vacant							157,803	Total Vacant
		1,092,400	Total Square Feet							613,211	Total Square Feet							1,705,611	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 M¹	—	—	—		$	—	—		3	5,587	2.5%		$	41.69	2.5%		3	5,587	1.0	%	$	41.69	1.7	%
2014	—	—	—		—		—		4	19,699	9.0%		79.21		16.8	%	4	19,699	3.4	%	79.21		11.1	%
2015	—	—	—		—		—		2	2,726	1.2	%	116.92		3.4	%	2	2,726	0.5	%	116.92		2.3	%
2016	—	—	—		—		—		6	16,800	7.6	%	37.90		6.9	%	6	16,800	2.9	%	37.90		4.5	%
2017	1	58,674	16.2	%	15.96		19.8	%	5	21,188	9.6	%	40.04		9.1	%	6	79,862	13.7	%	22.35		12.7	%
2018	—	—	—		—		—		13	38,816	17.7	%	26.80		11.2	%	13	38,816	6.7	%	26.80		7.4	%
2019	1	39,220	10.8	%	19.52		16.2	%	9	54,938	25	%	24.29		14.4	%	10	94,158	16.2	%	22.30		15.0	%
2020	1	27,926	7.7	%	12.00		7.1	%	3	18,364	8.4	%	17.55		3.5	%	4	46,290	8.0	%	14.20		4.7	%
2021	1	32,144	8.9	%	11.50		7.8	%	3	5,235	2.4	%	93.49		5.3	%	4	37,379	6.4	%	22.98		6.1	%
2022	1	26,568	7.3	%	10.14		5.7	%	5	16,009	7.3	%	109.99		19.0	%	6	42,577	7.3	%	47.68		14.5	%
2023	1	33,000	9.1	%	9.50		6.6	%	3	14,063	6.4	%	27.50		4.2	%	4	47,063	8.1	%	14.88		5.0	%
Thereafter	2	144,402	40.0	%	12.00		36.7	%	2	6,250	2.8	%	56.10		3.8	%	4	150,652	25.9	%	13.83		14.9	%
Total	8	361,934	100.0	%	$	13.05	100.0	%	58	219,675	100.0	%	$	42.25	100.0	%	66	581,609	100.0	%	$	24.08	100.0	%

		—	Total Vacant							101,390	Total Vacant							101,390	Total Vacant
		361,934	Total Square Feet							321,065	Total Square Feet							682,999	Total Square Feet

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



Development Activity
($ in millions)

				Estimated
				Construction			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	$	305.6	$ (25.6)		to	$ 4.4		³	$ 280.0		to	$ 310.0		³	$	264.4
Sherman Plaza	99.1	%	New York, NY	TBD			TBD	—	TBD	35.1		TBD			TBD			TBD			TBD			—
										$	340.7	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	12.8		34.2		to	43.2			47.0		to	56.0			—
3104 M Street NW	80.0	%	Washington, D.C.	TBD			10,000	—	TBD	3.2		3.8		to	5.3			7.0		to	8.5			—
Broad Hollow Commons	100.0	%	Farmingdale, NY	2016			180,000 - 200,000	—	TBD	13.8		36.2		to	46.2			50.0		to	60.0			—
										$	36.5	TBD			TBD			TBD			TBD			$	—


FUND IV

210 Bowery	100.0	%	New York, NY	2016			10,000	—	TBD	$	7.9	$	3.6	to	$	4.1		$	11.5	to	$	12.0		$	4.6
Broughton Street Portfolio ⁷	50.0	%	Savannah, GA	2016			200,000	—	TBD	30.4		31.6		to	37.6			62.0		to	68.0			—
										$	38.3	$ 35.2			$ 41.7			$ 73.5			$ 80.0			$	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. Costs incurred are for those acquisitions completed as of June 30, 2014 (18 buildings). Estimated total costs reflect acquisition costs for the remaining 6 buildings as well as development costs to complete the entire portfolio.

Reconciles to Consolidated Balance Sheet as follows:

Development costs above				$	415.5
Less development held as operating real estate				(7.9		)
Less development costs of unconsolidated properties				(40.3		)
Less deferred costs and other amounts				(2.9)

Total per consolidated balance sheet				$	364.4

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

Item

Description

Date formed

August 2004

Partnership structure

Equity Contribution:

$300 million of total equity - Fully invested

20% ($63 million) - AKR Fund I ($15 million) and Fund II ($48 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 June 30, 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.