SEC Filing - Acadia Realty Trust

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8-K

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): November 3, 2015

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.)

411 Theodore Fremd Avenue

Suite 300

Rye, New York 10580

(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 November 3, 2015, Acadia Realty Trust (the "Company") issued a press release announcing its consolidated financial results for the quarter ended September 30, 2015. 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 November 3, 2015, the Company made available supplemental information concerning the ownership, operations and portfolio of the Company as of and for the quarter ended September 30, 2015. 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 November 3, 2015.
99.2	Financial and Operating Reporting Supplement of the Company for the quarter ended September 30, 2015.

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: November 4, 2015	ACADIA REALTY TRUST (Registrant) By: /s/ Jonathan Grisham Name: Jonathan Grisham Title: Sr. Vice President and Chief Financial Officer

Exhibit

Exhibit 99.1

ACADIA REALTY TRUST REPORTS THIRD QUARTER 2015 OPERATING RESULTS

RYE, NY (November 3, 2015) - Acadia Realty Trust (NYSE:AKR) (“Acadia” or the “Company”) today reported operating results for the quarter ended September 30, 2015. All per share amounts, below, are on a fully-diluted basis.

Acadia operates dual platforms, comprised of a high-quality core real estate portfolio (“Core Portfolio”), which owns and operates meaningful concentrations of assets in the nation’s most dynamic urban and street-retail corridors, and a series of discretionary institutional funds (“Funds”) that target opportunistic and value-add investments.

HIGHLIGHTS - THIRD QUARTER 2015


•	Earnings: Generated funds from operations (“FFO”) per share of $0.39 and earnings per share of $0.20 for the third quarter; full-year earnings guidance revised upward to an FFO range of $1.53-$1.56 per share and an EPS range of $0.88-$0.91


•	Core Portfolio Operating Results: Excluding redevelopments, generated Core Portfolio same-property net operating income (“NOI”) growth of 4.3% for the third quarter compared to 2014; maintained a Core Portfolio leased rate of 97.0% or greater for the sixth consecutive quarter


•	Core Portfolio Acquisitions: Added a $19.6 million urban retail property to the Company’s Chicago portfolio, increasing the Company’s 2015 Core acquisition volume to $198.6 million


•	Fund Dispositions: Completed $27.6 million of Fund dispositions during the quarter, generating IRRs in excess of 20%; year to date, the Company has completed $327.9 million of Fund dispositions; additionally, Fund III is under contract to sell property in excess of $100.0 million


•	Fund Acquisitions: Fund IV completed $17.8 million of acquisitions, including an opportunistic redevelopment project in Warwick, RI and a street-retail lease-up investment in San Francisco, CA; year to date, Fund IV has acquired $101.9 million of property, with another $50.3 million currently under contract


•	Balance Sheet: Remained disciplined issuers of equity during the quarter, with issuance through the Company’s at-the-market (“ATM”) facility limited to $5.9 million of net proceeds at an average gross price of $32.32 per share (net $31.91); maintained balance sheet strength by further mitigating interest rate and maturity risk

“During the third quarter, our portfolio, once again, delivered solid operating results,” stated Kenneth F. Bernstein, President & CEO of Acadia Realty Trust. “Looking ahead, the positive impact of our shift toward urban and live-work-play street retail should become even more pronounced as we continue to harvest the significant value embedded within our core assets. Furthermore, by complementing these activities with the opportunistic buying and profitable selling of assets through our institutional fund platform, we believe that we can continue to deliver solid investment returns, to all of our stakeholders, at all points in the cycle.”

FINANCIAL RESULTS

FFO for the quarter ended September 30, 2015 was $28.3 million, or $0.39 per share, which included $0.04 per share of additional income from the Company’s structured-finance platform. This compares to FFO for the quarter ended September 30, 2014 of $18.7 million, or $0.30 per share, which was net of $1.7 million, or $0.03 per share, of acquisition costs.

FFO for the nine months ended September 30, 2015 was $86.2 million, or $1.18 per share, which included $9.4 million, or $0.13 per share, of gain from the sale of air rights at Fund II’s City Point development project and was net of $1.7 million, or $0.03 per share, of acquisition costs. FFO for the nine months ended September 30, 2014 was $58.7 million, or $0.97 per share, net of $3.5 million, or $0.06 per share, of acquisition costs.

Net income for the quarter ended September 30, 2015 was $13.8 million, or $0.20 per share. Net income for the quarter ended September 30, 2014 was $28.6 million, or $0.47 per share, which included $21.4 million, or $0.36 per share, of gain from dispositions of properties.

Net income for the nine months ended September 30, 2015 was $56.8 million, or $0.82 per share, which, in addition to City Point, included $12.6 million, or $0.18 per share, of gain from four Fund property dispositions. Net income for the nine months ended September 30, 2014 was $61.6 million, or $1.04 per share, including $34.0 million, or $0.59 per share, of gain from Core and Fund dispositions.

Please refer to the tables and notes accompanying this press release for further details on operating results and additional disclosures related to FFO.

CORE PORTFOLIO


•	Differentiated Core Portfolio Continues To Deliver Solid Operating Metrics


•	Completed $198.6 Million Of Acquisitions During 2015, Consistent With The Company’s Street, Urban, And High-Barrier-To-Entry Suburban Investment Focus

Core Operating Results

Excluding contributions from redevelopment activities, same-property NOI in the Core Portfolio increased 4.3% for the quarter ended September 30, 2015 compared to 2014. On a year-to-date basis, same-property NOI increased 3.7%. Following the strong third quarter performance, the Company is increasing its full-year same-property NOI guidance from a range of 3.0-4.0% to a range of 3.75-4.25%.

The Core Portfolio was 96.7% occupied and 97.1% leased as of September 30, 2015, compared to 96.4% occupied and 97.0% leased as of June 30, 2015. The leased rate includes space that is leased but not yet occupied.

During the quarter, no new leases were executed in the Core Portfolio. Based on 13 executed renewal leases, aggregating 101,000 square feet, the Company generated a 10.2% increase in average rents on a GAAP basis and a 5.5% increase in average rents on a cash basis.

Core Acquisitions

During the nine months ended September 30, 2015, the Company completed $198.6 million of acquisitions, including a $19.6 million property acquired during third quarter 2015, as discussed below:

Roosevelt Galleria, South Loop, Chicago, IL. In September 2015, the Company completed the acquisition of Roosevelt Galleria, a 40,300-square foot urban retail property, located within the South Loop’s Roosevelt Rd retail corridor, for $19.6 million. Formerly an industrial corridor, this trade area - which is now home to Whole Foods, T.J.Maxx, Bed Bath & Beyond, Nordstrom Rack and DSW, among others - has become known for its strong retail sales, driven by substantial new residential development and a lack of retail supply south of Chicago’s central business district. Tenants at the Company’s property include Petco, Vitamin Shoppe and Golfsmith.

FUND PLATFORM


•	Disposition Plans Remain On Track, With $327.9 Million Of Assets Sold - Across Multiple Funds - Through September 30, 2015 And An Additional $100.0+ Million In The Disposition Pipeline


•	Beginning To See Attractive Opportunities To Add New Investments At Appropriate Risk-Adjusted Returns

Fund Dispositions

During the quarter, the Company completed $27.6 million of Fund dispositions, as discussed below:

Parkway Crossing, Parkville, MD (Fund III). In July 2015, Fund III, in partnership with MCB Real Estate, completed the sale of Parkway Crossing, a 260,000-square foot, grocery-anchored shopping center located in Baltimore County, MD, for $27.3 million. Together with two outparcels previously sold in 2014, the total sales price was $31.3 million as compared to an all-in cost basis of $23.9 million. During its 3.6-year hold period, the joint venture successfully re-anchored the shopping center - replacing Superfresh (A&P) with ShopRite - and stabilized the center’s small shops, increasing the property’s overall leased rate from 74% to 99%. In doing so, Fund III generated a 25.4% IRR and 1.9x multiple on its equity investment.

Kroger, Indianapolis, IN (Fund I). In September 2015, Fund I, in partnership with AmCap Incorporated, sold the final asset in its Kroger/Safeway Portfolio for $0.3 million. Acquired in January 2003, this high-yield portfolio originally included 25 locations across the United States. Together with its previously-sold Kroger/Safeway properties, Fund I generated a 23.2% IRR and a 3.3x multiple on its $11.3 million equity investment. This Indianapolis Kroger was Fund I’s last remaining real estate asset. From inception to date, Fund I has now generated a 39.5% IRR and 2.5x multiple.

Year to date, the Company has completed $327.9 million of dispositions across its Fund platform. It is also under contract to sell in excess of $100.0 million of additional Fund III property, which would increase the Company’s total 2015 Fund disposition volume to more than $427.9 million.

As the pipeline under contract is subject to certain customary closing conditions, no assurance can be given that the Company will successfully close on this.

Fund Acquisitions

Year to date, the Company has completed $101.9 million of acquisitions through Fund IV. This includes $17.8 million of acquisitions completed subsequent to quarter end, as discussed below:

650 Bald Hill Rd, Warwick, RI (Fund IV). In October 2015, Fund IV, in partnership with MCB Real Estate, acquired a retail condominium with roughly 160,000 square feet of leasable space at the site of a former enclosed mall in Warwick, RI for $9.2 million. Including acquisition costs, the projected redevelopment budget is $30.5 million. The property is shadow anchored by Walmart, Kohl’s and Sears. The property was vacant at acquisition, and the joint venture plans to reconfigure the space to accommodate anchor and junior-anchor tenancy. The joint venture has already executed a 15-year lease with Burlington Coat Factory for roughly one-third of the total space.

2208-2216 Fillmore St, San Francisco, CA (Fund IV). Also in October 2015, Fund IV, in partnership with Prado Group, acquired a 7,400-square foot street-retail property, located in San Francisco’s affluent Pacific Heights neighborhood, for $8.6 million. The property is situated within the Upper Fillmore shopping corridor, home to stylish boutiques and restaurants, including Alice and Olivia, Rag & Bone, Aesop, Ralph Lauren and Rebecca Minkoff. The property’s three retail shops are currently leased to Eileen Fisher, award-winning local restaurant La Méditerranée and Yoppi Yogurt. The property also includes two leased residential apartments on the second level.

The Company has also entered into contracts to acquire $50.3 million of additional property on behalf of Fund IV, which would bring the Company’s total 2015 Fund IV acquisition volume to $152.2 million. As these acquisitions are subject to customary closing conditions, no assurance can be given that the Company will successfully close on this Fund IV acquisition pipeline.

BALANCE SHEET


•	Disciplined Equity Issuance During The Quarter


•	Remained Focused On Mitigating Interest Rate And Maturity Risk, Further Enhancing An Already-Solid Balance Sheet


•	Maintained Conservative Leverage Levels

The Company continues to execute on its long-standing strategy of disciplined and conservative balance sheet management.

During the quarter ended September 30, 2015, the Company limited equity issuance under its ATM facility to $5.9 million of net proceeds at an average gross price of $32.32 per share ($31.91 net of related costs).

Regarding its debt capital, the Company continued to focus on managing interest rate risk, laddering debt maturities and enhancing financial flexibility. In July 2015, Acadia closed on a $50.0 million unsecured term loan, with proceeds being used to pay down its corporate line of credit. The interest rate on this loan was previously fixed with two forward-starting interest rate swaps. During October 2015, the Company completed two additional forward-starting swaps for an aggregate $100.0 million of notional principal fixing the base interest rate at 1.30%. These transactions were done in anticipation of closing on $100.0 million of new unsecured term loans within the next 90 days. Proceeds are expected to be used for the repayment of existing debt, primarily maturing secured property-level debt.

Details of the above anticipated transactions, the further laddering of the Company’s debt maturities, the decrease in Acadia’s secured Core Portfolio debt and its interest expense savings are included in Acadia’s Third Quarter Supplemental Reporting Information under “Debt Analysis - Pro Forma Core Portfolio.”

These anticipated financings are subject to certain customary closing conditions, and, as such, no assurance can be given that these closings will be successfully completed.

The following key metrics further evidence the Company’s strong financial position as of and for the quarter ended September 30, 2015:



Core Portfolio Only:
Fixed-Charge Coverage Ratio	4.5x
Net Debt to EBITDA	3.8x

Core Portfolio and Pro-Rata Share of Funds:
Fixed-Charge Coverage Ratio	4.5x
Net Debt to EBITDA	4.6x

Net Debt to Total Market Capitalization	23%

EARNINGS GUIDANCE

The Company is increasing its full year 2015 guidance for FFO per share from a previous range of $1.48 to $1.56 to a revised range of $1.53 to $1.56. Similarly, it is increasing its full year earnings per share guidance from a range of $0.82 to $0.87 to a current range of $0.88 to $0.91. These forecasts are before any acquisition-related costs and gains/losses on sale of depreciated property. Management will further discuss the increased earnings guidance on the upcoming earnings conference call.

Conference Call

Management will conduct a conference call on Wednesday, November 4, 2015 at 12:00 PM ET to review the Company’s earnings and operating results. Dial-in and webcast information is listed below.

Live Conference Call:

Date: Wednesday, November 4, 2015

Time: 12:00 PM ET

Dial#: 877-791-3298

Passcode: “Acadia Realty” or “40811886”

Webcast (Listen-only): www.acadiarealty.com under Investor Relations

Phone Replay:

Dial#: 855-859-2056

Passcode: “40811886#”

Available Through: Tuesday, November 10, 2015

Webcast Replay: www.acadiarealty.com under Investor Relations

About Acadia Realty Trust

Acadia Realty Trust is an equity real estate investment trust focused on delivering long-term, profitable growth via its dual - core and fund - operating platforms and its disciplined, location-driven investment strategy. Acadia Realty Trust is accomplishing this goal by building a best-in-class core real estate portfolio with meaningful concentrations of assets in the nation’s most dynamic urban and street-retail corridors; making profitable opportunistic and value-add investments through its series of discretionary, institutional funds; and maintaining a strong balance sheet. For further information, please visit www.acadiarealty.com.

Safe Harbor Statement

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 investment opportunities. 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 20, 2015 (“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.

ACADIA REALTY TRUST AND SUBSIDIARIES

Consolidated Statements of Operations¹

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



	For the Quarters ended September 30,		For the Nine Months ended September 30,
Revenues	2015	2014	2015	2014

Rental income	$ 40,722	$ 36,587	$ 118,693	$ 106,517
Interest income	5,728	3,006	13,121	9,219
Expense reimbursements	8,020	7,386	25,911	24,008
Other property income	720	602	2,031	1,236
Other income	1,662	79	2,738	2,876
Total revenues	56,852	47,660	162,494	143,856
Operating expenses
Property operating	6,304	5,170	20,231	18,031
Other operating	396	1,588	3,115	3,183
Real estate taxes	6,153	5,666	18,864	16,905
General and administrative	7,603	7,123	23,140	20,898
Depreciation and amortization	17,461	12,884	45,022	36,055
Impairment of asset	—	—	5,000	—
Total operating expenses	37,917	32,431	115,372	95,072

Operating income	18,935	15,229	47,122	48,784

Equity in earnings of unconsolidated affiliates	2,195	2,923	12,194	7,382
Gain on disposition of property of unconsolidated affiliates	6,938	102,855	24,043	102,855
Loss on debt extinguishment	—	—	(134)	(269)
Gain on disposition of properties	79	190	89,063	13,138
Interest expense and other finance costs	(9,345)	(10,142)	(28,130)	(30,327)
Income from continuing operations before income taxes	18,802	111,055	144,158	141,563
Income tax (provision) benefit	(698)	17	(2,059)	(68)
Income from continuing operations	18,104	111,072	142,099	141,495

ACADIA REALTY TRUST AND SUBSIDIARIES

Consolidated Statements of Operations, Continued¹

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



	For the Quarters ended September 30,		For the Nine Months ended September 30,
	2015	2014	2015	2014

Gain on disposition of property	—	—	—	560
Income from discontinued operations	—	—	—	560
Net income	18,104	111,072	142,099	142,055
(Income) loss attributable to noncontrolling interests:
Continuing operations	(4,328)	(82,508)	(85,281)	(79,971)
Discontinued operations	—	—	—	(461)
Net (income) loss attributable to noncontrolling interests	(4,328)	(82,508)	(85,281)	(80,432)
Net income attributable to Common Shareholders	$ 13,776	$ 28,564	$ 56,818	$ 61,623

Income from continuing operations attributable to
Common Shareholders	$ 13,776	$ 28,564	$ 56,818	$ 61,524
Income from discontinued operations
attributable to Common Shareholders	—	—	—	99
Net income attributable to Common Shareholders	13,776	28,564	56,818	61,623

Less: Net Income attributable to participating securities	(196)	(490)	(811)	(1,083)
Net Income attributable to Common Shareholders - basic	$ 13,580	$ 28,074	$ 56,007	$ 60,540
Weighted average shares for diluted earnings per share	68,957	59,729	68,739	57,949
Net Earnings per share - basic and diluted	$ 0.20	$ 0.47	$ 0.82	$ 1.04

ACADIA REALTY TRUST AND SUBSIDIARIES

Reconciliation of Net Income to Funds From Operations^1,3

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



	For the Quarters ended September 30,		For the Nine Months ended September 30,
	2015	2014	2015	2014

Net income attributable to Common Shareholders	$ 13,776	$ 28,564	$ 56,818	$ 61,623

Depreciation of real estate and amortization of leasing costs
(net of noncontrolling interests' share):	15,073	9,766	37,550	27,607
Impairment of asset	—	—	1,111	—
(Gain) loss on disposition (net of noncontrolling interests’ share):	(1,403)	(20,953)	(12,610)	(33,180)
Income attributable to noncontrolling interests’ in
Operating Partnership	805	1,344	3,295	2,653
Distributions - Preferred OP Units	6	6	18	19
Funds from operations attributable to Common Shareholders and
Common OP Unit holders	$ 28,257	$ 18,727	$ 86,182	$ 58,722
Funds from operations per share - Diluted
Weighted average Common Shares and OP Units⁴	73,090	62,797	72,915	60,595
Funds from operations, per Common Share and Common OP Unit	$ 0.39	$ 0.30	$ 1.18	$ 0.97

ACADIA REALTY TRUST AND SUBSIDIARIES

Reconciliation of Operating Income to Net Property Operating Income (“NOI”)¹

(dollars in thousands)



	For the Quarters ended September 30,		For the Nine Months ended September 30,
	2015	2014	2015	2014

Operating income	$ 18,935	$ 15,229	$ 47,122	$ 48,784

Add back:
General and administrative	7,603	7,123	23,140	20,898
Depreciation and amortization	17,461	12,884	45,022	36,055
Impairment of asset	—	—	5,000	—
Less:
Interest income	(5,728)	(3,006)	(13,121)	(9,219)
Above/below market rent, straight-line rent and other adjustments	(4,863)	(651)	(8,184)	(6,090)

Consolidated NOI	33,408	31,579	98,979	90,428

Noncontrolling interest in NOI	(8,636)	(10,080)	(26,464)	(28,837)
Pro-rata share of NOI	24,772	21,499	72,515	61,591
Operating Partnerships’ interest in Opportunity Funds	(1,418)	(1,673)	(4,323)	(4,602)
Operating Partnerships’ share of unconsolidated joint ventures¹	2,510	907	7,769	2,686
NOI - Core Portfolio	$ 25,864	$ 20,733	$ 75,961	$ 59,675

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

ACADIA REALTY TRUST AND SUBSIDIARIES

Consolidated Balance Sheets¹

(dollars in thousands)



	As of
	September 30, 2015	December 31, 2014
ASSETS
Operating real estate
Land	$ 492,216	$ 424,661
Buildings and improvements	1,560,761	1,329,080
Construction in progress	17,533	7,464
	2,070,510	1,761,205
Less: accumulated depreciation	286,797	256,015
Net operating real estate	1,783,713	1,505,190
Real estate under development	575,195	447,390
Notes receivable and preferred equity investments, net	153,351	102,286
Investments in and advances to unconsolidated affiliates	162,101	184,352
Cash and cash equivalents	72,814	217,580
Cash in escrow	27,033	20,358
Restricted cash	16,201	30,604
Rents receivable, net	37,931	36,962
Deferred charges, net	32,824	30,679
Acquired lease intangibles, net	49,690	44,618
Prepaid expenses and other assets	57,231	56,508
Assets of properties held for sale	—	56,073
Total assets	$ 2,968,084	$ 2,732,600

LIABILITIES
Mortgage and other notes payable	$ 1,111,753	$ 1,003,381
Unsecured notes payable	205,500	127,100
Distributions in excess of income from, and investments in, unconsolidated affiliates	13,406	12,564
Accounts payable and accrued expenses	41,461	34,026
Dividends and distributions payable	17,744	39,339
Acquired lease intangibles, net	31,248	29,585
Other liabilities	32,431	25,148
Liabilities of properties held for sale	—	25,500
Total liabilities	1,453,543	1,296,643

EQUITY
Shareholders’ Equity
Common shares, $.001 par value, authorized 100,000,000 shares; issued and outstanding 69,020,777 and 68,109,287 shares, respectively	69	68
Additional paid-in capital	1,056,587	1,027,861
Accumulated other comprehensive loss	(7,346)	(4,005)
Retained earnings	38,865	31,617
Total shareholders’ equity	1,088,175	1,055,541
Noncontrolling interests	426,366	380,416
Total equity	1,514,541	1,435,957
Total liabilities and equity	$ 2,968,084	$ 2,732,600

ACADIA REALTY TRUST AND SUBSIDIARIES

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

Notes to Financial Highlights:

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 3,891 and 2,772 OP Units into Common Shares for the quarters ended September 30, 2015 and 2014, respectively and 3,899 and 2,385 OP Units into Common Shares for the nine months ended September 30, 2015 and 2014, respectively. Diluted FFO also includes the assumed conversion of Preferred OP Units into 25 Common Shares for each of the quarters and nine months ended September 30, 2015 and 2014. In addition, diluted FFO also includes the effect of 231 and 314 employee share options, restricted share units and LTIP units for the quarters ended September 30, 2015 and 2014, respectively and 300 and 287 employee share options, restricted share units and LTIP units for the nine months ended September 30, 2015 and 2014, respectively.

Exhibit



Table of Contents
Third Quarter 2015


Section I - Third Quarter 2015 Earnings Press Release
Section II - Financial Information		Section III - Core Portfolio Information

Company Information………………………………………………………	4	Core Properties……………………………………………………………	25
Market Capitalization…………………………………………………………………	5	Core Top Tenants…………………………………………………………………	27
Operating Statements		Core Lease Expirations…………………………………………	28
Pro-rata Consolidation…………………………………………………………	6	Core New and Renewal Rent Spreads…………………………………………	29
Funds…………………………………………………………………………	7	Core Capital Expenditures………………………………	30
Funds from Operations ("FFO"), Adjusted FFO ("AFFO")	9	Portfolio Demographics…………………………………	31
EBITDA………………………………………………………………………	10
Same Property Net Operating Income…………………………………………	11
Fee Income…………………………………………………………	12	Section IV - Fund Information
Balance Sheet - Pro-rata Consolidation…………………………………	13
Structured Financing………………………………………	14	Fund Overview…………………………………………………	34
Other Information		Fund Properties…………………………………………………………	35
2015 Transactional Activity……………………………………	15	Fund Lease Expirations………………………………………………………	36
2015 Guidance………………………………………………	16	Development Activity………………………………………………………………	37
Net Asset Valuation Information……………………………	17
Selected Financial Ratios……………………………………………	18
Debt Analysis
Summary…………………………………………………………	19
Detail………………………………………………………………………	20	Important Notes……………………………………………………………………………………	38
Pro Forma Core Portfolio………………………	23
Maturities………………………………………………………………	24



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



Company Information

Acadia Realty Trust is a fully-integrated equity real estate investment trust, focused on the ownership, acquisition, redevelopment and management 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. 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
	411 Theodore Fremd Avenue	Amy Racanello	Symbol AKR
	Suite 300	Vice President,
	Rye, NY 10580	Capital Markets & Investments
		(914) 288-3345
		aracanello@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	Jason White, CFA - (949) 640-8780	Rich Moore, CFA - (440) 715-2646
	paul.adornato@bmo.com	jwhite@greenstreetadvisors.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



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


						Capitalization
	Total Market Capitalization					based on	Changes in Total Common Shares Outstanding and OP Units (in thousands)					Weighted Average
	$				%	Net Debt¹						Diluted EPS		FFO
Equity Capitalization								Common Shares	OP Units		Total	Quarter	YTD	Quarter	YTD
Common Shares	69,021						Balance at 12/31/2014	68,109	3,664		71,773	64,241	59,711	67,836	62,420
Common Operating Partnership ("OP") Units	3,891						ATM Issuance	571	—		571
Combined Common Shares and OP Units	72,912						Other	52	249		301
							Balance at 3/31/2015	68,732	3,913		72,645	68,655	68,655	72,586	72,586
Share Price at September 30, 2015	$	30.07					ATM Issuance	52	—		52
							Other	45	(22	)	23
Equity Capitalization - Common Shares and OP Units	$	2,192,464					Balance at 6/30/2015	68,829	3,891		72,720	69,134	68,896	73,060	72,824
Preferred OP Units	754			²			ATM Issuance	185	—		185
Total Equity Capitalization	2,193,218				76%	77%	Other	7	—		7
							Balance at 9/30/2015	69,021	3,891		72,912	69,174	68,990	73,090	72,914
Debt Capitalization
Consolidated debt	1,315,579
Adjustment to reflect pro-rata share of debt	(622,549		)
Total Debt Capitalization	693,030				24%	23%

Total Market Capitalization	$	2,886,248			100%	100%

Notes:
¹ Reflects debt net of Core Portfolio cash balance of	$	28,307
pro-rata share of Funds cash balance of	9,326
and pro-rata share of restricted cash relating to City Point financing of	3,240
for total cash netted against debt of	$	40,873


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.
⁴ Less then 1% Preferred OP Units


	Market Capitalization ⁴



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

	Year-to-date ended September 30, 2015									Three months ended September 30, 2015
	Core Portfolio			Funds			Total			Core Portfolio			Funds			Total

CORE PORTFOLIO AND FUND INCOME

PROPERTY REVENUES
Minimum rents	$	80,859		$	6,964		$	87,823		$	28,065		$	2,141		$	30,206
Percentage rents	140			31			171			5			7			12
Expense reimbursements - CAM	7,253			779			8,032			2,224			180			2,404
Expense reimbursements - Taxes	12,471			1,181			13,652			4,138			292			4,430
Other property income	533			311			844			104			127			231
Total Property Revenues	101,256			9,266			110,522			34,536			2,747			37,283

PROPERTY EXPENSES
Property operating - CAM	9,268			1,232			10,500			2,889			375			3,264
Other property operating (Non-CAM)	1,795			378			2,173			965			86			1,051
Real estate taxes	14,232			1,507			15,739			4,818			446			5,264
Total Property Expenses	25,295			3,117			28,412			8,672			907			9,579

NET OPERATING INCOME - PROPERTIES	75,961			6,149			82,110			25,864			1,840			27,704

OTHER INCOME (EXPENSE)
Interest income	10,956			472			11,428			4,664			230			4,894
Straight-line rent income	2,697			450			3,147			816			183			999
Above/below market rent	4,417			299			4,716			2,221			134			2,355
Interest expense ²	(18,162		)	(1,575		)	(19,737		)	(6,044		)	(489		)	(6,533		)
Amortization of finance costs	(904		)	(416		)	(1,320		)	(330		)	(179		)	(509		)
Above/below market interest expense	878			5			883			204			(6		)	198
Loss on extinguishment of debt	—			(26		)	(26		)	—			—			—
Asset and property management expense	(185		)	(176		)	(361		)	(75		)	(47		)	(122		)
Other income/(expense)	2,471			109			2,580			1,582			283			1,865
Transaction costs	(1,191		)	(501		)	(1,692		)	(369		)	(7		)	(376		)
Impairment of asset	(1,111		)	—			(1,111		)	—			—			—
CORE PORTFOLIO AND FUND INCOME	75,827			4,790			80,617			28,533			1,942			30,475

FEE INCOME
Asset and property management fees	10,230			(21		)	10,209			3,258			—			3,258
Transactional fees ³	7,316			—			7,316			2,442			—			2,442
Income tax (provision)/benefit	(429		)	(41		)	(470		)	(462		)	(47		)	(509		)
Total Fee Income	17,117			(62		)	17,055			5,238			(47		)	5,191

PROMOTE, RCP AND OTHER INCOME
Equity in earnings from RCP investments	—			1,132			1,132			—			40			40
Promote income - RCP	420			—			420			—			—			—
Income tax (provision)/benefit (RCP)	—			(458		)	(458		)	—			—			—
Total Promote, RCP and Other Income	420			674			1,094			—			40			40

General and Administrative	(22,424		)	(178		)	(22,602		)	(7,195		)	(19		)	(7,214		)

Depreciation and amortization	(34,622		)	(2,935		)	(37,557		)	(14,051		)	(1,022		)	(15,073		)
Non-real estate depreciation and amortization	(501		)	—			(501		)	(241		)	—			(241		)
Gain on disposition of properties	—			12,610			12,610			—			1,403			1,403
Gain on sale of City Point air rights	—			9,404			9,404			—			—			—
Income before noncontrolling interests	35,817			24,303			60,120			12,284			2,297			14,581

Noncontrolling interest - OP	(1,914		)	(1,388		)	(3,302		)	(671		)	(134		)	(805		)



NET INCOME	$	33,903	$	22,915	$	56,818	$	11,613	$	2,163	$	13,776

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 Net of capitalized interest of $925 and $2,547 for the three and nine months, respectively.
³ Consists of development, construction, leasing and legal fees.



Income Statements - Funds ¹
(in thousands)
	Year-to-date ended September 30, 2015
				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	$	40		$	8		$	—		$	—		$	5,605		$	1,121		$	—		$	—		$	16,981		$	3,379		$	10,626		$	2,456		$	6,964
Percentage rents	—			—			—			—			—			—			—			—			131			27			14			4			31
Expense reimbursements - CAM	—			—			—			—			261			52			—			—			2,429			484			1,050			243			779
Expense reimbursements - Taxes	—			—			—			—			222			45			—			—			4,481			891			1,058			245			1,181
Other property income	139			31			—			—			481			97			—			—			80			16			723			167			311
Total Property Revenues	179			39			—			—			6,569			1,315			—			—			24,102			4,797			13,471			3,115			9,266

PROPERTY EXPENSES
Property operating - CAM	9			1			—			—			1,332			267			—			—			3,326			662			1,307			302			1,232
Other property operating (Non-CAM)	13			3			—			—			762			153			—			—			655			131			396			91			378
Real estate taxes	10			2			—			—			1,026			205			—			—			4,503			896			1,748			404			1,507
Total Property Expenses	32			6			—			—			3,120			625			—			—			8,484			1,689			3,451			797			3,117

NET OPERATING INCOME - PROPERTIES	147			33			—			—			3,449			690			—			—			15,618			3,108			10,020			2,318			6,149

OTHER INCOME (EXPENSE)
Interest income	—			—			—			—			308			62			—			—			517			103			1,326			307			472
Straight-line rent income	—			—			—			—			659			132			—			—			201			40			1,204			278			450
Above/below market rent	—			—			—			—			—			—			—			—			1,054			210			385			89			299
Interest expense	—			—			—			—			(547		)	(109		)	—			—			(2,698		)	(537		)	(4,016		)	(929		)	(1,575		)
Amortization of finance costs	—			—			—			—			(186		)	(38		)	—			—			(586		)	(116		)	(1,132		)	(262		)	(416		)
Above/below market interest expense	—			—			—			—			—			—			—			—			24			5			—			—			5
Gain on extinguishment of debt	—			—			—			—			(24		)	(5		)	—			—			(106		)	(21		)	—			—			(26		)
Asset and property management expense ²	—			—			—			—			(62		)	(13		)	—			—			(158		)	(31		)	(572		)	(132		)	(176		)
Other income/(expense)	1			—			—			—			(24		)	(4		)	—			—			1,151			228			(501		)	(115		)	109
Transaction costs	—			—			—			—			—			—			—			—			—			—			(2,170		)	(501		)	(501		)
Fund Income	148			33			—			—			3,573			715			—			—			15,017			2,989			4,544			1,053			4,790

FEE INCOME
Asset and property management fees	—			—			—			—			—			—			—			—			(101		)	(21		)	—			—			(21		)
Income tax provision	—			—			—			—			—			—			—			—			(207		)	(41		)	—			—			(41		)
Total Fee Income	—			—			—			—			—			—			—			—			(308		)	(62		)	—			—			(62		)

PROMOTE, RCP AND OTHER INCOME
Equity in earnings from RCP investments	—			—			1,656			368			1,175			235			2,645			529			—			—			—			—			1,132
Provision for income taxes (RCP)	—			—			(887		)	(197		)	—			—			(1,305		)	(261		)	—			—			—			—			(458		)
Total Promote, RCP and Other Income	—			—			769			171			1,175			235			1,340			268			—			—			—			—			674

GENERAL AND ADMINISTRATIVE	37			7			(4		)	(1		)	(31		)	(6		)	(13		)	(3		)	(403		)	(80		)	(411		)	(95		)	(178		)

Depreciation and amortization	(2		)	—			—			—			(2,276		)	(455		)	—			—			(5,934		)	(1,181		)	(5,619		)	(1,299		)	(2,935		)
Gain on disposition of properties	61			14			—			—			10,858			2,172			—			—			52,313			10,411			58			13			12,610
Gain on sale of City Point air rights	—			—			—			—			47,020			9,404			—			—			—			—			—			—			9,404
Income before noncontrolling interest	244			54			765			170			60,319			12,065			1,327			265			60,685			12,077			(1,428		)	(328		)	24,303

Noncontrolling interest - OP	(13		)	(3		)	(90		)	(20		)	(3,180		)	(636		)	(145		)	(29		)	(3,507		)	(698		)	(9		)	(2		)	(1,388		)

NET INCOME	$	231		$	51		$	675		$	150		$	57,139		$	11,429		$	1,182		$	236		$	57,178		$	11,379		$	(1,437	)	$	(330	)	$	22,915

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 September 30, 2015
				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	$	10		$	2		$	—		$	—		$	1,527		$	305		$	—		$	—		$	4,970		$	989		$	3,656		$	845		$	2,141
Percentage rents	—			—			—			—			—			—			—			—			23			5			7			2			7
Expense reimbursements - CAM	—			—			—			—			50			10			—			—			667			133			160			37			180
Expense reimbursements - Taxes	—			—			—			—			40			8			—			—			1,072			213			306			71			292
Other property income	126			28			—			—			203			41			—			—			12			2			243			56			127
Total Property Revenues	136			30			—			—			1,820			364			—			—			6,744			1,342			4,372			1,011			2,747

PROPERTY EXPENSES
Property operating - CAM	5			1			—			—			383			77			—			—			1,004			200			421			97			375
Other property operating (Non-CAM)	(18		)	(4		)	—			—			128			26			—			—			169			34			130			30			86
Real estate taxes	—			—			—			—			296			59			—			—			1,354			269			511			118			446
Total Property Expenses	(13		)	(3		)	—			—			807			162			—			—			2,527			503			1,062			245			907

NET OPERATING INCOME - PROPERTIES	149			33			—			—			1,013			202			—			—			4,217			839			3,310			766			1,840

OTHER INCOME (EXPENSE)
Interest income	—			—			—			—			243			49			—			—			181			36			626			145			230
Straight-line rent income	—			—			—			—			235			47			—			—			110			22			492			114			183
Above/below market rent	—			—			—			—			—			—			—			—			286			57			334			77			134
Interest expense	—			—			—			—			(29		)	(6		)	—			—			(682		)	(136		)	(1,499		)	(347		)	(489		)
Amortization of finance costs	—			—			—			—			(74		)	(15		)	—			—			(177		)	(35		)	(556		)	(129		)	(179		)
Above/below market interest expense	—			—			—			—			—			—			—			—			(31		)	(6		)	—			—			(6		)
Loss on extinguishment of debt	—			—			—			—			—			—			—			—			—			—			—			—			—
Asset and property management expense ²	—			—			—			—			—			—			—			—			(2		)	—			(204		)	(47		)	(47		)
Other income/(expense)	—			—			—			—			(7		)	(1		)	—			—			1,188			235			210			49			283
Transaction costs	—			—			—			—			—			—			—			—			—			—			(32		)	(7		)	(7		)
Fund Income	149			33			—			—			1,381			276			—			—			5,090			1,012			2,681			621			1,942

FEE INCOME
Asset and property management fees	—			—			—			—			—			—			—			—			—			—			—			—			—
Income tax benefit	—			—			—			—			—			—			—			—			(237		)	(47		)	—			—			(47		)
Total Fee Income	—			—			—			—			—			—			—			—			(237		)	(47		)	—			—			(47		)

PROMOTE, RCP AND OTHER INCOME
Equity in earnings from RCP investments	—			—			—			—			—			—			200			40			—			—			—			—			40
Income tax (provision)/benefit (RCP)	—			—			—			—			—			—			—			—			—			—			—			—			—
Total Promote, RCP and Other Income	—			—			—			—			—			—			200			40			—			—			—			—			40

GENERAL AND ADMINISTRATIVE	79			17			(3		)	(1		)	17			3			(6		)	(1		)	(36		)	(7		)	(129		)	(30		)	(19		)

Depreciation and amortization	—			—			—			—			(640		)	(128		)	—			—			(1,806		)	(359		)	(2,313		)	(535		)	(1,022		)
Gain on disposition of properties	61			14			—			—			—			—			—			—			6,978			1,389			—			—			1,403
Gain on disposition of City Point	—			—			—			—			—			—			—			—			—			—			—			—			—
Income before noncontrolling interest	289			64			(3		)	(1		)	758			151			194			39			9,989			1,988			239			56			2,297

Noncontrolling interest - OP	(18		)	(4		)	—			—			(75		)	(15		)	(10		)	(2		)	(553		)	(110		)	(13		)	(3		)	(134		)

NET INCOME	$	271		$	60		$	(3	)	$	(1	)	$	683		$	136		$	184		$	37		$	9,436		$	1,878		$	226		$	53		$	2,163

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.



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


	Current			Current			Previous			Previous						Historic
	Year-to-Date			Quarter			Quarter			Quarter			Year-to-Date			Quarter
	Period ended			3 months ended			3 months ended			3 months ended			Period ended			3 months ended
Funds from operations ("FFO"):	September 30, 2015			September 30, 2015			June 30, 2015			March 31, 2015			September 30, 2014			September 30, 2014

Net Income	$	56,818		$	13,776		$	26,495		$	16,547		$	61,623		$	28,564
Add back:
Depreciation of real estate and amortization of leasing costs:
(net of noncontrolling interest share)	37,550			15,073			11,541			10,936			27,607			9,766
Gain on disposition of properties (net of noncontrolling interest share)	(12,610		)	(1,403		)	(5,805		)	(5,402		)	(33,180		)	(20,953		)
Impairment of asset	1,111			—			1,111			—			—			—
Income attributable to noncontrolling interests'
share in Operating Partnership	3,313			811			1,530			973			2,672			1,350


FFO to Common Shareholders and Common OP Unit holders	$	86,182		$	28,257		$	34,872		$	23,054		$	58,722		$	18,727

Add back: Transaction costs	1,692			203			203			1,113			3,519			1,721
FFO before transaction costs	$	87,874		$	28,460		$	35,075		$	24,167		$	62,241		$	20,448


Adjusted Funds from operations ("AFFO"):
Diluted FFO	$	86,182		$	28,257		$	34,872		$	23,054		$	58,722		$	18,727
Straight-line rent, net	(3,147		)	(999		)	(1,193		)	(955		)	(2,646		)	(909		)
Above/below market rent	(4,716		)	(2,355		)	(1,136		)	(1,225		)	(2,500		)	(664		)
Amortization of finance costs	1,320			509			406			405			1,137			375
Above/below market interest	(883		)	(198		)	(340		)	(345		)	(598		)	(200		)
Loss on extinguishment of debt	26			—			5			21			90			2
Non-real estate depreciation	501			241			130			130			387			130
Leasing commissions	(1,303		)	(482		)	(611		)	(210		)	(711		)	(134		)
Tenant improvements	(5,602		)	(2,437		)	(2,074		)	(1,091		)	(3,635		)	(1,259		)
Capital expenditures	(2,742		)	(651		)	(414		)	(1,677		)	(777		)	(187		)
AFFO to Common Shareholders and Common OP Unit holders	$	69,636		$	21,885		$	29,645		$	18,107		$	49,469		$	15,881

Total weighted average diluted shares and OP Units:	72,915			73,090			73,060			72,586			60,595			62,797

Diluted FFO per Common share and OP Unit:
FFO	$	1.18		$	0.39		$	0.48		$	0.32		$	0.97		$	0.30
FFO before transaction costs	$	1.21		$	0.39		$	0.48		$	0.33		$	1.03		$	0.33

AFFO	$	0.96		$	0.30		$	0.41		$	0.25		$	0.82		$	0.25
AFFO before transaction costs	$	0.98		$	0.30		$	0.41		$	0.26		$	0.87		$	0.28

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.



EBITDA
(in thousands)

	Year-to-Date									Current Quarter
	Period ended September 30, 2015									Three months ended September 30, 2015
	Core									Core
	Portfolio			Funds			Total			Portfolio			Funds			Total

NET INCOME	$	33,903		$	22,915		$	56,818		$	11,613		$	2,163		$	13,776

Adjustments:
Depreciation and amortization	35,123			2,935			38,058			14,292			1,022			15,314
Interest expense	18,162			1,575			19,737			6,044			489			6,533
Amortization of finance costs	904			416			1,320			330			179			509
Above/below market interest	(878		)	(5		)	(883		)	(204		)	6			(198		)
Gain on disposition of properties	—			(12,610		)	(12,610		)	—			(1,403		)	(1,403		)
Gain on sale of City Point air rights	—			(9,404		)	(9,404		)	—			—			—
Impairment of asset	1,111			—			1,111			—			—			—
Provision for income taxes	429			499			928			462			47			509
Loss on extinguishment of debt	—			26			26			—			—			—
Noncontrolling interest - OP	1,914			1,388			3,302			671			134			805

EBITDA	$	90,668		$	7,735		$	98,403		$	33,208		$	2,637		$	35,845



Core Portfolio
Same Property Performance ¹
(in thousands)

	Year-to-Date							Quarter

	Period ended							Three months ended
							Change					Change
	September 30, 2015			September 30, 2014			Favorable/(Unfavorable)	September 30, 2015		September 30, 2014		Favorable/(Unfavorable)

Revenue
Minimum rents	$	58,931		$	57,158		3.1%	$	19,865	$	19,120	3.9%
Expense reimbursements	14,057			14,184			(0.9)%	4,360		4,490		(2.9)%
Other property income	521			352			48.0%	34		111		(69.4)%

Total Revenue	73,509			71,694			2.5%	24,259		23,721		2.3%

Expenses
Property operating - CAM & Real estate taxes	17,054			17,150			0.6%	5,343		5,482		2.5%
Other property operating (Non-CAM)	1,262			1,305			3.3%	543		621		12.6%

Total Expenses	18,316			18,455			0.8%	5,886		6,103		3.6%

Same Property NOI - Core properties	$	55,193		$	53,239		3.7%	$	18,373	$	17,618	4.3%

Reconciliation of Same Property NOI to Core NOI
NOI of Properties excluded from Same Property NOI	20,768			6,433				7,491		3,115
Core NOI ²	$	75,961		$	59,672			$	25,864	$	20,733

Other same property information
Physical Occupancy	97.0		%	96.4		%
Leased Occupancy	97.4		%	97.1		%

Notes:
¹ The above amounts include the pro-rata activity related to the Company's Core consolidated and unconsolidated investments.
² See "Income Statement - Consolidated."



Fee income by Fund
(in thousands)

	Fund I	Fund II	Fund III	Fund IV	Other	Total
Year-to-date ended September 30, 2015
Asset and property management fees and priority distributions	$ 28	$ 1,829	$ 3,242	$ 4,657	$ 474	$ 10,230
Transactional fees	29	4,083	925	1,920	359	7,316
Total fees and priority distributions	$ 57	$ 5,912	$ 4,167	$ 6,577	$ 833	$ 17,546


	Fund I	Fund II	Fund III	Fund IV	Other	Total
Quarter ended September 30, 2015
Asset and property management fees and priority distributions	$ 6	$ 579	$ 973	$ 1,561	$ 139	$ 3,258
Transactional fees	17	1,364	328	526	207	2,442
Total fees and priority distributions	$ 23	$ 1,943	$ 1,301	$ 2,087	$ 346	$ 5,700


	Fund I	Fund II	Fund III	Fund IV	Other	Total
Previous Quarter ended June 30, 2015
Asset and property management fees and priority distributions	$ 11	$ 598	$ 1,070	$ 1,553	$ 132	$ 3,364
Transactional fees	6	955	264	989	64	2,278
Total fees and priority distributions	$ 17	$ 1,553	$ 1,334	$ 2,542	$ 196	$ 5,642


	Fund I	Fund II	Fund III	Fund IV	Other	Total
Previous Quarter ended March 31, 2015
Asset and property management fees and priority distributions	$ 11	$ 652	$ 1,199	$ 1,543	$ 203	$ 3,608
Transactional fees	6	1,764	333	405	88	2,596
Total fees and priority distributions	$ 17	$ 2,416	$ 1,532	$ 1,948	$ 291	$ 6,204



Pro-Rata Consolidated Balance Sheet
(in thousands)
	Notes	Consolidated			Noncontrolling			Company's			Pro-Rata
		Balance			Interest in			Interest in			Consolidated
		Sheet			Consolidated			Unconsolidated			Balance
	^{1, 2}	As Reported			Subsidiaries			Subsidiaries			Sheet			Notes
ASSETS
Real estate														¹ The interim consolidated balance sheet is unaudited, although it
Land		$	492,216		$	(128,292	)	$	45,683		$	409,607		reflects all adjustments, which in the opinion of management,
Buildings and improvements		1,560,761			(368,303		)	160,989			1,353,447			are necessary for the fair presentation of the consolidated
Construction in progress		17,533			(12,246		)	101			5,388			balance sheet for the interim period.
		2,070,510			(508,841		)	206,773			1,768,442
Less: accumulated depreciation		(286,797		)	67,763			(10,667		)	(229,701		)	² The Company currently invests in Funds I, II, III & IV and Mervyns I & II
Net real estate		1,783,713			(441,078		)	196,106			1,538,741			which are consolidated within the Company's financial statements.
														To provide investors with supplemental information, the Company's
Net real estate under development	³	575,195			(462,987		)	4,714			116,922			investments in these joint ventures are reflected above on a pro-rata
														basis by calculating its ownership percentage for each of the asset
Cash and cash equivalents		72,814			(37,856		)	2,675			37,633			and liability line items. Similarly, the presentation also includes
Cash in escrow		27,033			(16,756		)	2,069			12,346			the Company's pro-rata share of assets and liabilities for
Restricted cash		16,201			(12,961		)	—			3,240			unconsolidated investments which are accounted for under the equity
Investments in and advances to unconsolidated affiliates		162,101			(61,263		)	(100,334		)	504			method of accounting in the Company's financial statements.
Rents receivable, net		7,968			(1,076		)	1,889			8,781
Straight-line rents receivable, net		29,963			(12,062		)	1,665			19,566
Notes receivable		153,351			(32,041		)	—			121,310			³ The components of Net real estate under development are as follows:
Deferred charges, net		32,824			(16,951		)	2,543			18,416			Fund II	$	500,644
Prepaid expenses and other assets	⁴	57,231			9,735			508			67,474			Fund III	38,567
Acquired lease intangibles		49,690			(10,171		)	1,680			41,199			Fund IV	33,141
														Other	2,843
Total Assets		$	2,968,084		$	(1,095,467	)	$	113,515		$	1,986,132
														Total Funds	$	575,195
LIABILITIES AND SHAREHOLDERS' EQUITY
														⁴ The components of Prepaid expenses and other assets are as follows:
Mortgage and other notes payable		$	1,110,079		$	(687,696	)	$	120,891		$	543,274		Due from Fund Investors	$	35,972
Unsecured notes payable		205,500			(55,744		)	—			149,756
Valuation of debt at acquisition, net of amortization		1,674			—			—			1,674			Accrued interest on Notes receivable	8,696
Acquired lease intangibles		31,248			(6,301		)	433			25,380			Prepaid expenses	7,182
Accounts payable and accrued expenses		41,461			(10,902		)	3,283			33,842			Other	15,624
Dividends and distributions payable		17,744			—			—			17,744
Share of losses in excess of inv. in unconsolidated affiliates		13,406			—			(13,406		)	—			Total	$	67,474
Other liabilities		32,431			(11,384		)	2,314			23,361

Total Liabilities		1,453,543			(772,027		)	113,515			795,031

Shareholders' equity:
Common shares		69			—			—			69
Additional paid-in capital		1,056,587			—			—			1,056,587
Accumulated other comprehensive loss		(7,342		)	—			—			(7,342		)
Retained earnings		38,861			—			—			38,861
Total controlling interest		1,088,175			—			—			1,088,175
Noncontrolling interest in subsidiary		426,366			(323,440		)	—			102,926
Total Shareholders' Equity		1,514,541			(323,440		)	—			1,191,101

Total Liabilities and Shareholders' Equity		$	2,968,084		$	(1,095,467	)	$	113,515		$	1,986,132



Structured Financing Portfolio
(in thousands)


														Stated	Effective
	Previous							Current		Accrued				Interest	Interest	Maturity
Investment	Principal		Advances		Repayments			Principal		Interest		Total		Rate	Rate ¹	Dates


First mortgage notes	$	65,169	$	—	$	—		$	65,169	$	451	$	65,620	6.66%	7.16%	2015 to 2018

Mezzanine, preferred equity and other notes	63,862		—		(15,984		)	47,878		7,768		55,646		12.91%	13.00%	2016 to 2020

Total notes receivable	$	129,031	$	—	$	(15,984	)	$	113,047	$	8,219	$	121,266	9.31%	9.63%

Note:
¹ Inclusive of points and exit fees.

Reconciliation of Notes Receivable to the Consolidated Balance Sheet

Total Notes Receivable per above								$	113,047
Other loans (pro-rata share)								8,263

Total Notes Receivable per Pro-Rata Balance Sheet								$	121,310



2015 Transactional Activity
(in thousands)

Acquisitions:

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

Core Portfolio:

2015 Transactions

City Center	$ 155,000	100%	$ 155,000	March	San Francisco, CA	City Target, Best Buy
163 Highland Avenue	24,000	100%	24,000	March	Needham, MA	Staples, Petco
Roosevelt Galleria	19,600	100%	19,600	September	Chicago, IL	Petco, Vitamin Shoppe

Total	$ 198,600		$ 198,600

Funds:

Fund IV:

1035 Third Avenue	$ 51,036	100%	$ 51,036	January	New York, NY	—
801 Madison Avenue	33,000	100%	33,000	April	New York, NY	—
650 Bald Hill Road	9,216	90%	8,294	October	Warwick, RI	—
2208-2216 Fillmore Road	8,625	90%	7,763	October	San Francisco, CA	Eileen Fisher

Total	$ 101,877		$ 100,093

Dispositions:

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

Funds:

Fund I:

Kroger-Safeway	$ 278	60%	$ 167	September	Indianapolis, IN	Kroger

Fund II:

Liberty	$ 24,000	99%	$ 23,784	May	Queens, NY	CVS
City Point - Phase 3 Air Rights	115,571	94%	108,804	May	Brooklyn, NY

	$ 139,571		$ 132,588

Fund III:

Lincoln Park Centre	$ 64,000	100%	$ 64,000	January	Chicago, IL	Design Within Reach
White City Shopping Center	96,750	84%	81,270	April	Shrewsbury, MA	Shaw's (Supervalu)
Parkway Crossing	27,275	90%	24,548	July	Parkville, MD	Home Depot, Shop Rite

	$ 188,025		$ 169,818

Total Funds	$ 327,874		$ 302,573




Structured Finance Investments:

Investment	Loan Amount		Effective Interest Rate	Maturity Date	Month of Transaction	Location	Extension Options

Core Portfolio:

135 East 65th Street	$	15,000	6%	May, 2016	May	New York, NY	1 x 12 mos.
55-57 Spring Street	26,000		7%	June, 2018	June	New York, NY	1 x 12 mos.

Total	$	41,000



2015 Guidance


Note: 2015 FFO and EPS guidance and comparable 2014 results are before acquisition costs and gains on the sale of depreciated property
(in millions except per share amounts, all per share amounts are fully diluted)
	Notes	2015 Guidance	2014 Actual
Summary:

Fully diluted Common Shares and OP Units		73,000 to 73,500	62,420

Full year Funds from Operations ("FFO") per share	¹	$1.53 to $1.56	$1.35

Earnings per Share ("EPS")	²	$0.88 to $0.91	$0.71


FFO Components:

Core and pro-rata share of Fund ("Fund") portfolio income		$110.0 to $111.2	$87.9

Asset and property management fee income, net of TRS taxes		$12.5 to $12.7	$15.1

Transactional fee income, net of TRS taxes		$8.3 to $8.7	$6.9

Other Fund related income, net of taxes	³	$11.0 to $11.2	$1.1

General and administrative expense		$(30.0) to $(29.5)	($27.0)

FFO		$111.8 to $114.3	$84.0


Additional Guidance Assumptions:

Same property net operating income ("NOI") growth		3.75% to 4.25%

Core acquisitions		$250.0 to $350.0

Fund acquisitions		$200.0 to $300.0


Notes:
¹ Excludes acquisition costs which totaled $0.09 for the year ended December 31, 2014
² Excludes acquisition costs and gains on sale of property which aggregated $0.47 for the year ended December 31, 2014
³ 2015 includes promote income, gain on sale of City Point residential air rights, RCP Venture income and other income, all net of taxes



Net Asset Valuation Information
(in thousands)

	CORE					FUND II											FUND III											FUND IV
						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	$	25,864	¹	$	103,456	$	1,013		$	4,052		20.00	%	$	810		$	4,217		$	16,868		19.90	%	$	3,357		$	3,310		$	13,240		23.12	%	$	3,061
Less:
(Income)/ loss from properties sold or under contract						—			—					—			(104		)	(416		)			(83		)	—			—					—
(Income)/ loss from pre-stabilized assets ²						(400		)	(1,600		)			(320		)	(539		)	(2,156		)			(429		)	(1,779		)	(7,116		)			(1,645		)
(Income)/ loss from development projects ³						(35		)	(140		)			(28		)	—			—					—			(50		)	(200		)			(46		)
Net Operating Income of stabilized assets						578			2,312					462			3,574			14,296					2,845			1,481			5,924					1,370

Costs to Date
Pre-stabilized assets ²									$	72,635				$	14,527					$	63,553				$	12,647					$	143,039				$	33,071
Development projects ³									351,300					70,260						34,200					6,806						120,600					27,883

Total Costs to Date									$	423,935				$	84,787					$	97,753				$	19,453					$	263,639				$	60,954

Debt				$	530,236				$	393,762				$	74,100					$	174,145				$	32,739					$	254,419				$	55,955

Gross asset value ²
Net Asset Value


Notes:
¹ Does not include a full quarter of NOI for those assets purchased during the third quarter 2015. See "Transactions Activity" page in this supplemental for descriptions of those acquisitions.
² Consists of the following projects:
Fund II:
161st Street
Fund III:
640 Broadway
654 Broadway
Nostrand
Fund IV:
2819 Kennedy Blvd
Paramus Plaza
17 East 71st Street
1035 Third Avenue
1151 Third Avenue
Eden Square
³ See "Redevelopment Activity" page in this supplemental



Selected Financial Ratios
(in thousands)

		Three months ended September 30,				Period ended September 30,					Three months ended September 30,		Three months ended June 30,

		2015		2014		2015		2014			2015		2015
COVERAGE RATIOS ¹										LEVERAGE RATIOS

Fixed-Charge Coverage Ratios										Debt/Market Capitalization Ratios

EBITDA ² divided by:		$	33,208	$	21,973	$	90,668	$	68,587	Debt + Preferred Equity (Preferred O.P. Units)	$	693,784	$	707,534
Interest expense		6,044		5,250		18,162		15,532		Total Market Capitalization	2,886,248		2,824,413
Principal Amortization		1,272		1,409		3,990		3,615		Debt+Preferred Equity/Total Market Capitalization	24%		25%
Preferred Dividends ³		6		6		18		19
Fixed-Charge Coverage Ratio - Core Portfolio		4.5x		3.3x		4.1x		3.6x		Debt ⁶	652,911		652,894
										Total Market Capitalization	2,845,375		2,769,773
EBITDA divided by:		$	35,845	$	24,600	$	98,403	$	76,887	Net Debt+Preferred Equity/Total Market Capitalization	23%		24%
Interest expense		6,533		5,955		19,737		17,930
Principal Amortization		1,429		1,620		4,520		4,144		Debt/EBITDA Ratios
Preferred Dividends		6		6		18		19
										Debt	530,236		542,658
Fixed-Charge Coverage Ratio - Core Portfolio and Funds		4.5x		3.2x		4.1x		3.5x		EBITDA (Annualized)	132,832		122,204
										Debt/EBITDA - Core Portfolio	4.0x		4.4x
Payout Ratios
										Debt ⁵	501,929		508,509
Dividends declared (per share/OP Unit)		$	0.24	$	0.23	$	0.72	$	0.69	EBITDA (Annualized)	132,832		122,204
										Net Debt/EBITDA - Core Portfolio	3.8x		4.2x
Dividends (Shares) & Distributions (OP Units) declared		$	17,744	$	14,859	$	53,112	$	42,965
FFO		28,257		18,727		86,182		58,722		Debt ⁴	693,030		706,804
FFO Payout Ratio		63%		79%		62%		73%		EBITDA (Annualized)	143,380		130,392
FFO Payout Ratio before acquisition costs		62%		73%		60%		69%		Debt/EBITDA - Core Portfolio and Funds	4.8x		5.4x

Dividends (Shares) & Distributions (OP Units) paid		$	17,744	$	14,859	$	53,112	$	42,965	Debt ⁶	652,911		652,894
AFFO		21,885		15,881		69,636		45,325		EBITDA (Annualized)	143,380		130,392
AFFO Payout Ratio		81%		94%		76%		95%		Net Debt/EBITDA - Core Portfolio and Funds	4.6x		5.0x
AFFO Payout Ratio before acquisition costs		80%		84%		74%		88%



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 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.
²	See page 10 for a calculation of EBITDA.
³	Represents preferred distributions on Preferred Operating partnership Units.
⁴	Includes the Company's pro-rata share of consolidated and unconsolidated joint venture debt.
⁵	Reflects debt net of the current Core Portfolio cash balance at end of period.
⁶	Reflects debt net of the current Core Portfolio and pro-rata share of the Funds cash balance at end of period.



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		Interest Share of		Unconsolidated			Debt
Unsecured Debt	Balance		Rate	Balance		Rate	Balance		Rate		Consolidated Debt ³		Debt ⁴			As Reported

Fixed-Rate Debt ¹	$	99,247	3.7%	$	—	n/a	$	99,247	3.7%	14%	$	—	$	—		$	99,247
Variable-Rate Debt	34,253		1.7%	—		n/a	34,253		1.7%	5%	161		—			34,414
										19%
Mortgage and Other Notes Payable

Fixed-Rate Debt ¹	396,736		4.9%	54,342		4.3%	451,078		4.6%	65%	366,348		(106,897		)	710,529
Variable-Rate Debt	—		—	108,452		2.2%	108,452		2.2%	16%	376,931		(13,994		)	471,389
										81%

Total	$	530,236	4.4%	$	162,794	2.9%	$	693,030	4.0%	100%	$	743,440	$	(120,891	)	1,315,579
Unamortized premium																1,674
																$	1,317,253


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	September 30, 2015	Percent	Amount	Rate	Date	Options

CORE PORTFOLIO

Fixed-Rate Debt
Elmwood Park Shopping Center ⁸	$ 31,775	100.0%	$ 31,775	5.53%	1/1/2016	None
Chicago Portfolio	15,035	100.0%	15,035	5.61%	2/1/2016	None
The Gateway Shopping Center	19,200	100.0%	19,200	5.44%	3/1/2016	None
330-340 River Street	10,484	100.0%	10,484	5.24%	5/1/2016	1 x 60 mos.
Brandywine Town Center	166,200	22.2%	36,933	5.99%	7/1/2016	None
Rhode Island Place Shopping Center	15,791	100.0%	15,791	6.35%	12/1/2016	None
239 Greenwich Avenue	26,000	75.0%	19,500	5.42%	2/11/2017	None
639 West Diversey	4,168	100.0%	4,168	6.65%	3/1/2017	None
Merrillville Plaza	25,241	100.0%	25,241	5.88%	8/1/2017	None
Bedford Green	29,263	100.0%	29,263	5.10%	9/5/2017	None
163 Highland Avenue	9,652	100.0%	9,652	4.66%	2/1/2024	None
Crossroads Shopping Center	67,500	49.0%	33,075	3.94%	9/30/2024	None
840 N. Michigan	73,500	88.4%	64,996	4.36%	2/10/2025	None
Georgetown Portfolio	17,651	50.0%	8,826	4.72%	12/10/2027	None
Unsecured interest rate swaps ¹	99,247	100.0%	99,247	3.70%	Various
Secured interest rate swaps ¹	72,958	99.8%	72,797	3.57%	Various

Sub-Total Fixed-Rate Debt	683,665		495,983	4.64%

Secured Variable-Rate Debt

664 N. Michigan	43,423	100.0%	43,423	Libor + 165	6/28/2018	1 x 60 mos.
4401 N. White Plains Road	6,046	100.0%	6,046	Libor + 190	9/1/2022	None
28 Jericho Turnpike	15,425	100.0%	15,425	Libor + 190	1/23/2023	None
60 Orange Street	8,064	98.0%	7,903	Libor + 175	4/3/2023	None
Secured interest rate swaps ¹	(72,958)	99.8%	(72,797)	Libor + 147

Unsecured Variable-Rate Debt

Unsecured Line of Credit ²	33,500	100.0%	33,500	Libor + 140	1/31/2018	1 x 12 mos.
Unsecured Term Loan	50,000	100.0%	50,000	Libor + 130	11/25/2019	None
Unsecured Term Loan	50,000	100.0%	50,000	Libor + 130	7/2/2020	None
Unsecured interest rate swaps ¹	(99,247)	100.0%	(99,247)	Libor + 147

Sub-Total Variable-Rate Debt	34,253		34,253	Libor + 147

Total Debt - Core Portfolio	$ 717,918		$ 530,236	4.44%



Portfolio Debt - Detail (continued)
(in thousands)

		Principal Balance at	Acadia's Pro-rata Share		Interest	Maturity	Extension
Property	Entity	September 30, 2015	Percent	Amount	Rate	Date	Options

Funds

Fixed-Rate Debt
CityPoint ³	Fund II	$ 19,000	17.9%	$ 3,406	1.25%	12/23/2016	1 x 12 mos.
216th Street ³	Fund II	25,500	19.8%	5,054	5.80%	10/1/2017	None
CityPoint ^3,6	Fund II	5,262	18.8%	991	1.00%	8/23/2019	None
CityPoint ³	Fund II	200,000	18.8%	37,657	4.75%	5/29/2020	None
Interest rate swaps ¹	Funds II & IV	35,000	20.7%	7,234	3.31%	Various

Sub-Total Fixed-Rate Debt		284,762		54,342	4.29%

Variable-Rate Debt
Cortlandt Towne Center	Fund III	83,293	19.9%	16,575	Libor + 165	1/24/2016	None
Nostrand Avenue	Fund III	11,657	19.9%	2,320	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.
Broughton Street Portfolio	Fund IV	20,000	23.1%	4,624	Libor + 300	5/5/2016	1 x 6 mos.
640 Broadway ³	Fund III	22,222	12.6%	2,792	Libor + 295	7/1/2016	None
CityPoint ³	Fund II	20,000	18.8%	3,766	Libor + 170	8/23/2016	1 x 12 mos.
Acadia Strategic Opportunity II LLC	Fund II	12,500	20.0%	2,500	Libor + 275	10/19/2016	None
Acadia Strategic Opportunity IV LLC ⁴	Fund IV	24,985	23.1%	5,777	Libor + 165	11/18/2016	None
Promenade at Manassas ³	Fund IV	25,000	22.8%	5,696	Libor + 140	11/19/2016	2 x 12 mos.
CityPoint ³	Fund II	62,000	17.9%	11,113	Sifma + 160	12/23/2016	1 x 12 mos.
1701 Belmont Avenue ^{3, 7}	Fund IV	3,228	22.8%	735	Prime + 50	1/31/2017	None
Acadia Strategic Opportunity IV LLC ⁵	Fund IV	34,500	23.1%	7,976	Libor + 275	2/9/2017	1 x 6 mos.
654 Broadway	Fund III	8,890	19.9%	1,770	Libor + 188	3/1/2017	2 x 12 mos.
Arundel Plaza ³	Fund III	10,000	17.9%	1,791	Libor + 200	4/8/2017	1 x 12 mos.
New Hyde Park Shopping Center	Fund III	11,360	19.9%	2,261	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	12,481	23.1%	2,886	Libor + 175	6/3/2017	2 x 12 mos.
210 Bowery	Fund IV	4,600	23.1%	1,064	Libor + 275	10/15/2017	1 x 12 mos.
2819 Kennedy Boulevard ³	Fund IV	6,802	22.8%	1,550	Libor + 215	12/9/2017	2 x 12 mos.
Eden Square ³	Fund IV	16,000	22.8%	3,646	Libor + 200	12/17/2017	1 x 12 mos.
161st Street ³	Fund II	29,500	19.8%	5,847	Libor + 250	4/1/2018	None
230/240 W. Broughton	Fund IV	4,984	11.6%	576	Libor + 190	5/1/2018	None
Paramus Plaza ³	Fund IV	13,339	11.6%	1,542	Libor + 170	2/20/2019	None
Lake Montclair	Fund IV	15,000	23.1%	3,468	Libor + 215	5/1/2019	None
17 E. 71st Street	Fund IV	19,000	23.1%	4,393	Libor + 190	6/9/2020	None
1035 Third Avenue	Fund IV	42,000	23.1%	9,710	Libor + 235	1/27/2021	None
CityPoint ³	Fund II	20,000	18.8%	3,766	Libor + 139	11/1/2021	None
3104 M Street ^3,7	Fund III	2,223	15.9%	354	Prime + 50	12/10/2021	None
Interest rate swaps ¹	Funds II & IV	(35,000)	20.7%	(7,234)	Libor + 199

Sub-Total Variable-Rate Debt		537,564		108,452	Libor + 200

Total Debt - Funds		$ 822,326		$ 162,794	2.89%

Total Debt - Core Portfolio and Funds		$ 1,540,244		$ 693,030	4.08%

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 September 30, 2015, the interest rate is LIBOR + 140 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 $206,478.
⁵ Total current availability under this facility is $50,000.
⁶ This loan was made in connection with the New Markets Tax Credit and contains a borrower option to purchase the loan for $1 at the end of the term.
⁷ Bears interest at the greater of 4% or the Prime Rate plus 50 basis points.
⁸ Subsequent to September 30, 2015, this loan was paid off.



Debt Analysis - Pro Forma Core Portfolio ¹

The Company anticipates completing the following financing transactions prior to February 1, 2016 and has already completed $100M in notional principal swap transactions related thereto:


New Projected Unsecured Financings:

Description	Amount	Maturity Date ³	Swap Rate		Projected Interest Rate Range		All-in Rate

Unsecured Term Loan	$ 50,000	2021	1.29%	²	LIBOR + 130 bps		2.59%
Unsecured Term Loan	50,000	2022	1.31%	²	LIBOR + 165 bps		2.96%

Total New Financings	$ 100,000

Completed and Projected Debt Payoffs:

Description	Amount

Secured Debt:

Elmwood Park Shopping Center ²	$ 31,775	1/1/2016					5.53%
Chicago Portfolio ³	15,035	2/1/2016					5.61%
The Gateway Shopping Center ³	19,200	3/1/2016					5.44%

	66,010

Unsecured Credit Facility	33,500						LIBOR + 140

Total Completed and Projected Debt Payoffs	$ 99,510

Net additional borrowings	$ 490












	Summary				Current		Pro Forma
					$	%	$	%
	Unsecured Debt				133,500	25%	200,000	38%
	Secured Debt				396,736	75%	330,726	62%
	Weighted Average Interest Rate of Current and Projected Debt				4.2%		2.8%
	Weighted Average Interest Rate of Current and Projected Core Portfolio Debt				4.4%		4.2%


¹ These anticipated financings are subject to certain customary closing conditions, and as such, no assurance can be given that the closings will be successfully completed.
² Completed subsequent to September 30, 2015.
³ Other scheduled CMBS payoffs with no defeasance costs, which is approximately 90 days prior to maturity. Maturity dates for new financings are projected.



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

2015	$ 1,314	$	—	$ 1,314	$ 1,273	$	—	$ 1,273	n/a	n/a	n/a
2016	4,039	257,573		261,612	3,868	128,306		132,174	5.74%	5.74%	n/a
2017	3,551	82,926		86,477	3,225	76,426		79,651	5.51%	5.51%	n/a
2018	3,169	73,558		76,727	2,382	73,558		75,940	1.73%	n/a	1.73%
2019	2,740	50,000		52,740	1,920	50,000		51,920	1.50%	n/a	1.50%
Thereafter	14,053	224,995		239,048	8,933	180,345		189,278	1.96%	4.66%	1.67%
Total	$ 28,866	$ 689,052		$ 717,918	$ 21,601	$ 508,635		$ 530,236





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

2015	$ 734	$ 29,585		$ 30,319	$ 174	$ 6,840		$ 7,014	1.90%	n/a	1.90%
2016	1,818	299,499		301,317	349	57,543		57,892	2.00%	1.25%	2.05%
2017	961	139,878		140,839	193	29,696		29,889	2.70%	4.86%	2.05%
2018	918	34,484		35,402	183	6,423		6,606	2.74%	n/a	2.74%
2019	519	31,967		32,486	106	5,658		5,764	1.99%	1.00%	2.20%
Thereafter	1,567	280,396		281,963	301	55,328		55,629	3.98%	4.75%	2.34%
Total	$ 6,517	$ 815,809		$ 822,326	$ 1,306	$ 161,488		$ 162,794

Note:
¹ Does not include any applicable extension options



Core Portfolio Retail Properties - Detail ¹
																Leased		Annualized		Annualized
		Year	Acadia's	Gross Leaseable Area				In Place Occupancy								Occupancy		Base Rent		Base Rent PSF
Property	Key Tenants	Acquired	interest	Street	Anchors	Shops	Total	Street		Anchors		Shops		Total		Total		Total		Total

URBAN AND STREET RETAIL
Chicago Metro

664 N. Michigan Avenue	Tommy Bahama, Ann Taylor Loft, Harley Davidson	2013	100.0%	18,141	—	—	18,141	100.0	%	—		—		100.0	%	100.0	%	$	4,399,313	$	242.51
840 N. Michigan Avenue	H & M, Verizon Wireless	2014	88.4%	87,135	—	—	87,135	100.0	%	—		—		100.0	%	100.0	%	7,548,895		86.63
Rush and Walton Streets Collection - 6 properties	Lululemon, Brioni, BHLDN, Marc Jacobs	2011/12	100.0%	41,432	—	—	41,432	96.0	%	—		—		96.0	%	100.0	%	6,116,803		153.76
651-671 West Diversey	Trader Joe's, Urban Outfitters	2011	100.0%	46,259	—	—	46,259	100.0	%	—		—		100.0	%	100.0	%	1,922,016		41.55
Clark Street and W. Diversey Collection - 3 properties	Ann Taylor, Akira	2011/12	100.0%	23,531	—	—	23,531	95.5	%	—		—		95.5	%	95.5	%	1,226,222		54.56
Halsted and Armitage Collection - 9 properties	Intermix, BCBG, Club Monaco	2011/12	100.0%	44,658	—	—	44,658	95.2	%	—		—		95.2	%	95.2	%	1,831,119		43.07
North Lincoln Park Chicago Collection - 6 properties	Forever 21, Aldo, Carhartt, Chase Bank	2011/14	100.0%	22,125	—	29,130	51,255	100.0	%	—		67.6	%	81.6	%	81.6	%	1,659,944		39.68
Roosevelt Galleria	Petco, Vitamin Shoppe	2015	100.0%	—	—	37,995	37,995	—		—		87.3	%	87.3	%	100.0	%	921,467		27.78
				283,281	—	67,125	350,406	98.3	%	—		78.8	%	94.5	%	96.4	%	25,625,779		77.35
New York Metro
83 Spring Street	Paper Source	2012	100.0%	3,000	—	—	3,000	100.0	%	—		—		100.0	%	100.0	%	686,272		228.76
152-154 Spring Street	—	2014	100.0%	2,936	—	—	2,936	100.0	%	—		—		100.0	%	100.0	%	2,209,681		752.62
Mercer Street	3 X 1 Denim	2011	100.0%	3,375	—	—	3,375	100.0	%	—		—		100.0	%	100.0	%	418,689		124.06
East 17th Street	Union Fare	2008	100.0%	11,467	—	—	11,467	100.0	%	—		—		100.0	%	100.0	%	1,300,014		—
West 54th Street	Stage Coach Tavern	2007	100.0%	5,773	—	—	5,773	86.2	%	—		—		86.2	%	86.2	%	2,053,184		412.37
61 Main Street	Chicos	2014	100.0%	3,400	—	—	3,400	100.0	%	—		—		100.0	%	100.0	%	351,560		103.40
181 Main Street	TD Bank	2012	100.0%	11,350	—	—	11,350	100.0	%	—		—		100.0	%	100.0	%	852,150		75.08
4401 White Plains Road	Walgreens	2011	100.0%	—	12,964	—	12,964	—		100.0	%	—		100.0	%	100.0	%	625,000		48.21
Bartow Avenue	Sleepy's	2005	100.0%	—	—	14,676	14,676	—		—		100.0	%	100.0	%	100.0	%	469,486		31.99
239 Greenwich Avenue	Betteridge Jewelers, Coach	1998	75.0%	16,553	—	—	16,553	100.0	%	—		—		100.0	%	100.0	%	1,469,653		88.78
252-256 Greenwich Avenue	Madewell, Calypso, Jack Wills	2014	100.0%	9,172	—	—	9,172	100.0	%	—		—		100.0	%	100.0	%	1,238,827		135.07
Third Avenue	Planet Fitness	2006	100.0%	—	21,650	18,670	40,320	—		100.0	%	100.0	%	100.0	%	100.0	%	898,891		22.29
868 Broadway	Dr Martens	2013	100.0%	2,031	—	—	2,031	100.0	%	—		—		100.0	%	100.0	%	702,531		345.90
313-315 Bowery²	John Varvatos, Patagonia	2013	100.0%	6,600	—	—	6,600	100.0	%	—		—		100.0	%	100.0	%	435,600		66.00
120 West Broadway	HSBC Bank, Citibank	2013	100.0%	13,838	—	—	13,838	80.5	%	—		—		80.5	%	100.0	%	1,693,981		152.09
131-135 Prince Street	Folli Follie, Uno De 50	2013	100.0%	3,200	—	—	3,200	100.0	%	—		—		100.0	%	100.0	%	1,269,324		396.66



2520 Flatbush Avenue	Bob's Discount Furniture, Capital One	2014	100.0%	—	—	29,114	29,114	—		—		100.0	%	100.0	%	100.0	%	1,054,338		36.21
Shops at Grand	Stop & Shop (Ahold)	2014	100.0%	—	52,336	47,639	99,975	—		100.0	%	81.6	%	91.3	%	91.3	%	2,736,357		29.99
				92,695	86,950	110,099	289,744	96.2	%	100.0	%	92.1	%	95.8	%	96.7	%	20,465,538		73.75
San Francisco Metro
City Center	City Target, Best Buy	2015	100.0%	—	174,311	30,337	204,648	—		100.0	%	82.9	%	97.5	%	97.5	%	7,333,292		36.76
				—	174,311	30,337	204,648	—		100.0	%	82.9	%	97.5	%	97.5	%	7,333,292		36.76
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	%	1,321,630		57.70
Rhode Island Place Shopping Center	TJ Maxx	2012	100.0%	—	24,996	32,533	57,529	—		100.0	%	83.1	%	90.4	%	90.4	%	1,460,379		28.07
M Street and Wisconsin Corridor - 7 Properties	Lacoste, Juicy Couture, Coach	2011	62.4%	31,629	—	—	31,629	100.0	%	—		—		100.0	%	100.0	%	2,711,644		85.73
				54,536	24,996	32,533	112,065	100.0	%	100.0	%	83.1	%	95.1	%	95.1	%	5,493,653		51.55
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	%	1,130,470		20.85
				—	40,800	13,426	54,226	—		100.0	%	100.0	%	100.0	%	100.0	%	1,130,470		20.85

Total Urban and Street Retail				430,512	327,057	253,520	1,011,089	98.1	%	100.0	%	86.7	%	95.8	%	96.8	%	$	60,048,732	$	61.97

Acadia Share Total Urban and Street Retail				403,952	327,057	253,520	984,529	97.9	%	100.0	%	86.7	%	95.7	%	96.7	%	$	55,050,237	$	58.41

Notes:
¹ 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.
613-623 West Diversey Parkway is under redevelopment.
² Represents 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 ¹(continued)
															Leased		Annualized		Annualized
		Year	Acadia's	Gross Leaseable Area				In Place Occupancy							Occupancy		Base Rent
Property	Key Tenants	Acquired	interest	Street	Anchors	Shops	Total	Street	Anchors		Shops		Total		Total		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	%	$	3,731,135	$	25.73
Marketplace of Absecon	Rite Aid, Dollar Tree	1998	100.0%	—	46,724	57,832	104,556	—	100.0	%	90.5	%	94.8	%	94.8	%	1,435,991		14.49
60 Orange Street	Home Depot	2012	98.0%	—	101,715	—	101,715	—	100.0	%	—		100.0	%	100.0	%	695,000		6.83

New York
Village Commons Shopping Center	—	1998	100.0%	—	—	87,330	87,330	—	—		98.1	%	98.1	%	98.1	%	2,720,066		31.76
Branch Plaza	LA Fitness, The Fresh Market	1998	100.0%	—	77,364	49,877	127,241	—	100.0	%	75.1	%	90.2	%	90.2	%	2,924,835		25.47
Amboy Center	Stop & Shop (Ahold)	2005	100.0%	—	37,266	26,024	63,290	—	100.0	%	100.0	%	100.0	%	100.0	%	2,039,806		32.23
Pacesetter Park Shopping Center	Stop & Shop (Ahold)	1999	100.0%	—	52,052	46,107	98,159	—	100.0	%	71.8	%	86.7	%	98.6	%	1,087,616		12.77
LA Fitness	LA Fitness	2007	100.0%	—	55,000	—	55,000	—	100.0	%	—		100.0	%	100.0	%	1,391,500		25.30
Crossroads Shopping Center	Home Goods, PetSmart, Kmart	1998	49.0%	—	202,727	108,035	310,762	—	100.0	%	85.4	%	94.9	%	95.7	%	6,820,829		23.12
New Loudon Center	Price Chopper, Marshalls	1993	100.0%	—	251,058	4,615	255,673	—	100.0	%	100.0	%	100.0	%	100.0	%	2,033,458		7.95
28 Jericho Turnpike	Kohl's	2012	100.0%	—	96,363	—	96,363	—	100.0	%	—		100.0	%	100.0	%	1,650,000		17.12
Bedford Green	Shop Rite	2014	100.0%	—	37,981	52,491	90,472	—	100.0	%	84.9	%	91.2	%	91.2	%	2,463,749		29.86

Connecticut
Town Line Plaza ²	Wal-Mart, Stop & Shop (Ahold)	1998	100.0%	—	163,159	43,187	206,346	—	100.0	%	93.6	%	98.7	%	98.7	%	1,719,260		16.17

Massachusetts
Methuen Shopping Center	Wal-Mart, Market Basket	1998	100.0%	—	120,004	10,017	130,021	—	100.0	%	56.3	%	96.6	%	96.6	%	1,152,579		9.17
Crescent Plaza	Home Depot, Shaw's (Supervalu)	1993	100.0%	—	156,985	61,163	218,148	—	100.0	%	85.7	%	96.0	%	96.0	%	1,812,245		8.65
201 Needham Street	Michael's	2014	100.0%	—	20,409	—	20,409	—	100.0	%	—		100.0	%	100.0	%	591,861		29.00
163 Highland Avenue	Staples, Petco	2015	100.0%	—	40,505	—	40,505	—	100.0	%	—		100.0	%	100.0	%	1,275,673		31.49

Vermont
The Gateway Shopping Center	Shaw's (Supervalu)	1999	100.0%	—	73,184	28,471	101,655	—	100.0	%	100.0	%	100.0	%	100.0	%	2,037,757		20.05

Illinois
Hobson West Plaza	Garden Fresh Markets	1998	100.0%	—	51,692	47,445	99,137	—	100.0	%	92.2	%	96.3	%	96.3	%	1,155,881		12.11

Indiana
Merrillville Plaza	Jo-Ann Fabrics, TJ Maxx	1998	100.0%	—	123,220	112,867	236,087	—	100.0	%	100.0	%	100.0	%	100.0	%	3,397,589		14.39




Michigan
Bloomfield Town Square	Best Buy, Home Goods,	1998	100.0%	—	153,839	81,947	235,786	—		100.0	%	100.0	%	100.0	%	100.0	%	3,574,900		15.16
	TJ Maxx, Dick's Sporting Goods
Ohio
Mad River Station	Babies 'R' Us	1999	100.0%	—	58,185	65,150	123,335	—		100.0	%	67.4	%	82.8	%	82.8	%	1,385,712		13.58

Delaware
Brandywine Town Center	Lowes, Bed Bath & Beyond,	2003	22.2%	—	775,803	48,608	824,411	—		94.0	%	91.4	%	93.8	%	93.8	%	12,450,986		16.10
	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	%	2,723,160		26.69
Naamans Road	—	2006	100.0%	—	—	19,984	19,984	—		—		100.0	%	100.0	%	100.0	%	867,517		43.41

Pennsylvania
Mark Plaza	Kmart	1993	100.0%	—	104,956	1,900	106,856	—		100.0	%	100.0	%	100.0	%	100.0	%	240,664		2.25
Plaza 422	Home Depot	1993	100.0%	—	139,968	16,311	156,279	—		100.0	%	100.0	%	100.0	%	100.0	%	835,956		5.35
Route 6 Plaza	Kmart	1994	100.0%	—	146,568	29,021	175,589	—		100.0	%	100.0	%	100.0	%	100.0	%	1,291,568		7.36
Chestnut Hill	—	2006	100.0%	—	—	37,646	37,646	—		—		100.0	%	100.0	%	100.0	%	908,141		24.12
Abington Towne Center ³	Target, TJ Maxx	1998	100.0%	—	184,616	31,662	216,278	—		100.0	%	70.4	%	95.7	%	95.7	%	1,021,479		20.72
								—
Total Suburban Properties				—	3,376,803	1,213,347	4,590,150	—		98.6	%	90.5	%	96.5	%	96.8	%	67,436,913		16.16

Acadia Share Total Suburban Properties				—	2,594,125	1,074,398	3,668,523	—		99.6	%	90.4	%	96.9	%	97.2	%	$	52,141,939	$	15.80

TOTAL CORE PROPERTIES				430,512	3,703,860	1,466,867	5,601,239	98.1	%	98.7	%	89.9	%	96.4	%	96.8	%	$	127,485,645	$	24.79

Acadia Share Total Core Properties				403,952	2,961,687	1,327,918	4,693,557	97.9	%	99.6	%	89.7	%	96.7	%	97.1	%	$	109,928,533	$	25.67


Notes:
1 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.
2 Anchor GLA includes a 97,300 square foot Wal-Mart store which is not owned by the Company. This square footage has been excluded for calculating annualized base rent per square foot.
3 Anchor GLA includes a 157,616 square foot Target store which is not owned by the Company. This square footage has been excluded for calculating annualized base rent per square foot.



Core Portfolio Top Tenants - Ranked by Annual Base Rent (ABR) ¹

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

Stop and Shop (Ahold)	4	207,513	$ 3,625,951	4.4%	3.3%

Best Buy	2	86,686	3,273,894	1.9%	3.0%

Target	2	155,822	3,224,714	3.3%	3.0%

LA Fitness	2	100,000	2,336,500	2.1%	2.1%

Verizon	2	31,371	2,330,565	0.7%	2.1%

Ann Taylor Loft	2	14,174	2,197,524	0.3%	2.0%

TJX Companies	9	218,734	1,920,512	4.7%	1.8%
-- TJ Maxx	5	120,123	854,724	2.6%	0.8%
-- Home Goods	2	51,863	621,790	1.1%	0.6%
-- Marshalls	2	46,748	443,998	1.0%	0.4%

Supervalu (Shaw's)	2	123,409	1,907,456	2.6%	1.7%

Home Depot	3	312,718	1,827,600	6.7%	1.7%

Walgreens	3	37,499	1,412,716	0.8%	1.3%

Sleepy's	9	47,781	1,352,983	1.0%	1.2%
Kate Spade	2	4,250	1,341,182	0.1%	1.2%
Citibank	5	17,283	1,288,617	0.4%	1.2%
Kmart	3	273,969	1,170,078	5.9%	1.1%
JP Morgan Chase	6	27,374	1,076,329	0.6%	1.0%
Bob's Discount Furniture	2	34,723	1,062,507	0.7%	1.0%
TD Bank	2	15,560	1,060,904	0.3%	1.0%
Trader Joe's	2	19,094	967,216	0.4%	0.9%
Gap (Banana Republic and Old Navy)	3	13,835	897,973	0.3%	0.8%
Urban Outfitters	2	19,902	879,450	0.4%	0.8%
TOTAL	67	1,761,697	$ 35,154,671	37.6%	32.2%


Note:
1 Does not include tenants that operate at only one Acadia Core location.



Core Portfolio Lease Expirations


	Street Tenants								Anchor Tenants								Shop Tenants								Total Tenants
		Gross Leased Area			Base Rent					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		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		Expiring	SF	of Total		PSF		of Total

M to M ¹	—	—	—		$	—	—		—	—	—		$	—	—		9	34,185	2.6	%	$	21.93	2.1	%	9	34,185	0.7	%	$	21.93	0.6	%
2015	—	—	—		—		—		—	—	—		—		—		10	34,181	2.6	%	27.71		2.6	%	10	34,181	0.7	%	27.71		0.7	%
2016	9	47,465	11.3	%	43.39		4.8	%	9	332,463	9.8	%	11.99		8.2	%	48	192,229	14.4	%	21.59		11.5	%	66	572,157	11.2	%	17.82		8.0	%
2017	7	29,962	7.1	%	95.07		6.7	%	6	296,390	8.8	%	11.11		6.8	%	45	186,868	14.2	%	29.26		15.2	%	58	513,220	10.0	%	22.62		9.1	%
2018	6	74,979	17.8	%	86.20		15.1	%	8	472,193	14.0	%	17.46		16.9	%	54	170,888	13.0	%	29.81		14.1	%	68	718,060	14.0	%	27.57		15.5	%
2019	8	19,309	4.6	%	170.12		7.7	%	9	332,787	9.9	%	8.82		6.0	%	29	93,356	7.1	%	25.17		6.5	%	46	445,452	8.7	%	19.24		6.7	%
2020	12	32,005	7.6	%	119.31		8.9	%	10	499,656	14.8	%	12.77		13.1	%	26	100,364	7.6	%	20.97		5.8	%	48	632,025	12.4	%	19.46		9.6	%
2021	7	49,579	11.8	%	58.11		6.7	%	6	267,331	7.9	%	10.58		5.8	%	14	72,151	5.5	%	24.1		4.8	%	27	389,061	7.6	%	19.14		5.8	%
2022	5	19,361	4.6	%	148.64		6.7	%	2	69,837	2.1	%	26.15		3.8	%	20	82,004	6.2	%	26.79		6.1	%	27	171,202	3.3	%	40.31		5.4	%
2023	5	22,169	5.3	%	94.47		4.9	%	5	205,067	6.1	%	17.92		7.6	%	12	69,495	5.3	%	26.04		5.0	%	22	296,731	5.8	%	25.54		5.9	%
2024	8	60,828	14.4	%	94.49		13.4	%	7	330,390	9.8	%	20.41		13.8	%	23	114,318	8.7	%	27.67		8.8	%	38	505,536	9.9	%	30.96		12.3	%
Thereafter	15	65,335	0.2	%	163.59		25.1	%	14	571,099	16.8	%	15.36		18.0	%	28	168,350	12.8	%	37.24		17.5	%	57	804,784	15.7	%	31.97		20.4	%
Total	82	420,992	100.0	%	$	101.58	100.0	%	76	3,377,213	100.0	%	$	14.41	100.0	%	318	1,318,389	100.0	%	$	27.34	100.0	%	476	5,116,594	100.0	%	$	24.92	100.0	%


										254,916	Anchor GLA Owned by Tenants															254,916	Anchor GLA Owned by Tenants
		9,520	Total Vacant							71,731	Total Vacant							148,478	Total Vacant							229,729	Total Vacant
		430,512	Total Square Feet							3,703,860	Total Square Feet							1,466,867	Total Square Feet							5,601,239	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		3 months ended
	September 30, 2015		September 30, 2015		June 30, 2015		March 31, 2015
	GAAP³	Cash²	GAAP³	Cash²	GAAP³	Cash²	GAAP³	Cash²
New leases
Number of new leases executed	7	7	0	0	6	6	1	1
GLA	12,400	12,400	0	0	10,239	10,239	2,161	2,161
New base rent	$70.79	$64.51	$0.00	$0.00	$79.29	$71.79	$30.50	$30.00
Previous base rent	$57.41	$60.78	$0.00	$0.00	$62.53	$66.04	$33.17	$35.88
Average cost per square foot	$54.74	$54.74	$0.00	$0.00	$57.80	$57.80	$40.22	$40.22
Weighted Average Lease Term (years)	8.2	8.2	0	0	7.9	7.9	10.0	10.0
Percentage growth in base rent	23.3%	6.1%	0.0%	0.0%	26.8%	8.7%	-8.0%	-16.4%

Renewal leases
Number of renewal leases executed	35	35	13	13	14	14	8	8
GLA	262,932	262,932	100,705	100,705	102,426	102,426	59,801	59,801
New base rent	$17.48	$17.10	$17.69	$17.56	$15.14	$14.83	$21.15	$20.21
Expiring base rent	$15.02	$15.51	$16.06	$16.65	$13.64	$14.12	$15.65	$15.98
Average cost per square foot	$5.83	$5.83	$0.18	$0.18	$3.31	$3.31	$19.68	$19.68
Weighted Average Lease Term (years)	6.0	6.0	5.1	5.1	5.2	5.2	8.8	8.8
Percentage growth in base rent	16.4%	10.3%	10.2%	5.5%	11.0%	5.0%	35.1%	26.5%

Total new and renewal Leases
Number of new and renewal leases executed	42	42	13	13	20	20	9	9
GLA commencing	275,332	275,332	100,705	100,705	112,665	112,665	61,962	61,962
New base rent	$19.88	$19.24	$17.69	$17.56	$20.97	$20.01	$21.48	$20.55
Expiring base rent	$16.93	$17.55	$16.06	$16.65	$18.08	$18.84	$16.26	$16.67
Average cost per square foot	$8.04	$8.04	$0.18	$0.18	$8.26	$8.26	$20.40	$20.40
Weighted Average Lease Term (years)	6.1	6.1	5.1	5.1	5.4	5.4	8.8	8.8
Percentage growth in base rent	17.4%	9.6%	10.2%	5.5%	16.0%	6.2%	32.1%	23.3%


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



Core Portfolio Capital Expenditures
Current Quarter


	Year-to-Date		Current Quarter		Previous Quarter		Previous Quarter
	Period ended		3 months ended		3 months ended		3 months ended			Prior Year ended
	September 30, 2015		September 30, 2015		June 30, 2015		March 31, 2015			December 31, 2014

Leasing Commissions	$	1,303	$	482	$	611	$	210		$	939
Tenant Improvements	5,602		2,437		2,074		1,091			3,962
Capital Expenditures	2,742		651		414		1,677			964
Total Capital Expenditures	$	9,647	$	3,570	$	3,099	$	2,978		$	5,865

Other redevelopment and re-anchoring related activities	$	4,107	$	—	$	—	$	4,107	¹	$	2,884	²


Note:
¹ Costs associated with the re-anchoring of East 17th Street.
² Costs associated with the re-anchoring of Branch and Crossroads shopping centers.



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

	664 N. Michigan Avenue	Chicago	IL	$	4,399,313	18,141	295,897	163,646	$	74,143	$	115,275
	840 N. Michigan Avenue	Chicago	IL	7,548,895		87,135	307,531	172,435	79,109		122,284
	Rush and Walton Streets Collection - 6 properties	Chicago	IL	6,116,803		41,432	319,505	178,056	75,196		116,122
	613-623 West Diversey Parkway	Chicago	IL	—		19,265	404,680	217,820	70,480		105,904
	651-671 West Diversey	Chicago	IL	1,922,016		46,259	413,506	220,785	70,198		105,234
	Clark Street and W. Diversey Collection - 3 properties	Chicago	IL	1,226,222		23,531	406,523	217,890	70,388		105,694
	Halsted and Armitage Collection - 9 properties	Chicago	IL	1,831,119		44,658	443,549	238,098	72,697		108,583
	North Lincoln Park Chicago Collection - 6 properties	Chicago	IL	1,659,944		51,255	496,377	247,811	68,233		99,096
	Roosevelt Galleria	Chicago	IL	921,467		37,995	357,206	178,934	65,333		100,927

	83 Spring Street	Manhattan	NY	686,272		3,000	981,658	479,147	85,920		121,994
	152-154 Spring Street	Manhattan	NY	2,209,681		2,936	918,561	473,494	87,476		126,722
	Mercer Street	Manhattan	NY	418,689		3,375	942,758	457,309	85,389		121,063
	East 17th Street	Manhattan	NY	1,300,014		11,467	1,079,577	547,698	91,428		133,947
	West 54th Street	Manhattan	NY	2,053,184		5,773	1,249,501	636,418	91,179		137,662
	61 Main Street	Westport	CT	351,560		3,400	46,740	17,572	126,406		193,141
	181 Main Street	Westport	CT	852,150		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	469,486		14,676	578,872	215,091	47,890		58,583
	239 Greenwich Avenue	Greenwich	CT	1,469,653		16,553	67,092	24,790	112,373		169,820
	252-256 Greenwich Avenue	Greenwich	CT	1,238,827		9,172	67,228	25,117	110,894		176,008
	Third Avenue	Bronx	NY	898,891		40,320	1,239,993	443,231	35,628		49,095
	868 Broadway	Manhattan	NY	702,531		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	1,693,981		13,838	878,321	422,645	85,293		121,409
	131-135 Prince Street	Manhattan	NY	1,269,324		3,200	990,615	484,990	88,621		132,090
	2520 Flatbush Avenue	Brooklyn	NY	1,054,338		29,114	553,769	211,713	56,343		68,554
	Shops at Grand	Queens	NY	2,736,357		99,975	935,540	331,826	56,790		68,721

	City Center	San Francisco	CA	7,333,292		204,648	514,866	247,768	79,424		109,896

	1739-53 & 1801-03 Connecticut Avenue	Washington	DC	1,321,630		22,907	338,815	164,797	81,801		108,533
	Rhode Island Place Shopping Center	Washington	DC	1,460,379		57,529	348,349	157,678	66,984		86,314
	M Street and Wisconsin Corridor - 7 properties	Georgetown	DC	2,711,644		31,629	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 Urban and Street Retail
Weighted Average - Based on annual base rent							518,341	251,930	$	78,728	$	114,604




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	$	3,731,135	149,070	252,982	84,585	$	60,290	$	69,299
	Marketplace of Absecon	Absecon	NJ	1,435,991		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	2,720,066		87,330	67,473	22,922	109,170		123,046
	Branch Plaza	Smithtown	NY	2,924,835		127,241	67,554	22,991	108,660		122,359
	Amboy Center	Staten Island	NY	2,039,806		63,290	151,900	55,451	87,868		98,504
	Pacesetter Park Shopping Center	Pomona	NY	1,087,616		98,159	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	6,820,829		310,762	109,134	42,516	96,092		118,263
	New Loudon Center	Latham	NY	2,033,458		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
	Bedford Green	Bedford Hills	NY	2,463,749		90,472	25,440	8,955	99,204		140,115
	Town Line Plaza	Rocky Hill	CT	1,719,260		206,346	46,399	19,437	72,685		86,521
	Methuen Shopping Center	Methuen	MA	1,152,579		130,021	99,701	34,864	50,705		60,706
	Crescent Plaza	Brockton	MA	1,812,245		218,148	98,838	34,781	57,332		64,961
	201 Needham Street	Newton	MA	591,861		20,409	105,304	36,441	129,789		181,225
	163 Highland Avenue	Newton	MA	1,275,673		40,505	94,925	33,363	132,872		186,226
	The Gateway Shopping Center	So. Burlington	VT	2,037,757		101,655	48,384	19,261	51,446		63,537
	Hobson West Plaza	Naperville	IL	1,155,881		99,137	94,989	34,059	103,910		126,405
	Merrillville Plaza	Hobart	IN	3,397,589		236,087	26,123	10,805	47,909		58,578
	Bloomfield Town Square	Bloomfield Hills	MI	3,574,900		235,786	56,773	22,617	62,547		94,909
	Mad River Station	Dayton	OH	1,385,712		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	1,291,568		175,589	6,832	2,962	37,786		44,999
	Chestnut Hill	Philadelphia	PA	908,141		37,646	147,436	62,292	58,777		77,506
	Abington Towne Center	Abington	PA	1,021,479		216,278	89,439	35,119	78,159		95,124

Total Core Suburban Properties
Weighted Average - Based on annual base rent							90,054	32,880	$	78,745	$	96,686

Total Core Properties
Weighted Average - Based on annual base rent							320,825	150,909	$	78,736	$	106,341

	Brandywine/Market Square/Naamans Rd ¹	Wilmington	DE	16,041,663		946,442	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	3,238,376		249,336	1,274,128	450,383	33,329		45,066

Fund II
Weighted Average - Based on annual base rent							1,136,423	400,567	$	35,233	$	46,466

	Fund III
	Cortlandt Towne Center	Mohegan Lake	NY	$	10,009,933	635,457	49,966	17,759	$	84,926	$	97,340
	654 Broadway	Manhattan	NY	566,500		2,896	1,007,518	497,906	86,836		124,507
	640 Broadway	Manhattan	NY	600,884		4,184	1,006,693	496,773	86,613		124,108
	New Hyde Park Shopping Center	New Hyde Park	NY	1,172,792		32,602	199,698	70,745	102,010		122,658
	Nostrand Avenue	Brooklyn	NY	1,484,526		42,912	544,351	203,713	51,528		65,388
	Arundel Plaza	Glen Burnie	MD	1,320,784		265,116	77,759	29,166	59,786		64,793
	Heritage Shops	Chicago	IL	3,241,075		81,730	288,116	154,272	71,414		110,831

Fund III
Weighted Average - Based on annual base rent							204,095	91,444	$	79,248	$	98,127

	Fund IV
	1151 Third Avenue	Manhattan	NY	$	1,700,850	13,250	1,270,132	636,996	$	87,522	$	131,326
	17 East 71st Street	Manhattan	NY	1,792,487		8,432	1,266,902	623,592	87,241		138,121
	1035 Third Avenue	Manhattan	NY	912,760		7,617	1,312,871	661,001	88,317		139,161
	Paramus Plaza	Paramus	NJ	1,847,945		154,409	106,906	37,209	119,131		132,518
	2819 Kennedy Boulevard	North Bergen	NJ	605,558		47,539	526,721	241,698	78,834		110,806
	Promenade at Manassas	Manassas	VA	3,441,079		265,442	57,996	18,940	74,390		84,467
	Lake Montclair	Prince William County	VA	1,858,817		105,832	55,900	18,373	93,338		103,028
	1701 Belmont Avenue	Catonsville	MD	936,166		58,674	110,450	43,613	60,575		68,732
	Eden Square	Bear	DE	1,895,891		235,508	69,756	26,155	69,989		75,629
	938 W. North Avenue	Chicago	IL	988,726		33,228	453,690	239,813	72,447		108,382

Fund IV
Weighted Average - Based on annual base rent							446,410	215,674	$	84,119	$	106,820

Total - Funds
Weighted Average - Based on annual base rent							435,285	185,548	$	74,819	$	94,112



Fund Overview
As of September 30, 2015

I. KEY METRICS		Note	Fund I	Fund II	Fund III	Fund IV	Total
General Information:
Vintage			Sep-2001	Jun-2004	May-2007	May-2012
Fund Size			$90.0 Million	$300.0 Million	$502.5 Million	$540.6 Million	$1,433.1 Million
Acadia's Commitment			$20.0 Million	$60.0 Million	$100.0 Million	$125.0 Million	$305.0 Million
Acadia's Pro Rata Share			22.2%	20.0%	19.9%	23.1%	21.3%
Acadia's Promoted Share		¹	37.8%	36.0%	35.9%	38.5%	37.0%
Number of Institutional Partners			4	6	14	17
Preferred Return			9.0%	8.0%	6.0%	6.0%	6.6%

Current-Quarter, Fund-Level Information:
Cumulative Contributions			$86.6 Million	$300.0 Million	$387.5 Million	$179.4 Million	$953.5 Million
Cumulative Net Distributions		²	$194.4 Million	$131.6 Million	$445.7 Million	$101.9 Million	$873.7 Million
Net Distributions/Contributions			224.5%	43.9%	115.0%	56.8%	91.6%
Unfunded Commitment		³	$0.0 Million	$47.1 Million	$62.5 Million	$361.2 Million	$470.8 Million
Acquisition Dry Powder		⁴	NA	NA	NA	$240.0 Million	$240.0 Million
Investment Period Closes			Closed	Closed	Closed	Aug-2016
Currently in a Promote Position? (Yes/No)			Yes	No	No	No


II. FEES & PRIORITY DISTRIBUTIONS EARNED BY ACADIA
Type:			Applicable to	Description
Asset Management		⁵	All funds	1.5% of implied capital
Property Management			All funds	4.0% of gross property revenues
Leasing			All funds	Market-rate leasing commissions
Construction/Project Management			All funds	Market-rate fees
Development			Fund III & IV	3.0% of total project costs




Notes:
¹	Acadia's "Promoted Share" reflects Acadia's share of fund profits once all partners (including Acadia) have received a return of their cumulative contributions plus their cumulative preferred return.
	Acadia's Promoted Share equals a 20% promote plus Acadia's pro rata share of the remaining 80%.
²	Net of fees and promote
³	Unfunded Commitments are set aside to complete leasing and development at existing fund investments and, for Fund IV, to make new investments.
	The Unfunded Commitment will not equal Fund Size less Cumulative Contributions in those instances where certain fund distributions have been marked as recallable or where the fund has released
	commitments due to, among other reasons, the closing of the fund's investment period or accelerated asset sales. With regard to Fund II, the Unfunded Commitment reflects a prior-period distribution
	that is subject to recontribution to the Fund until December 2016 if needed to fund the on-going redevelopment of existing Fund II investments.
⁴	Unfunded Commitments available to deploy into new investments
⁵	Implied Capital is Fund Size less capital attributed to sold investments or released



Fund Retail Properties - Detail ¹
																Leased		Annualized		Annualized
		Year	Ownership	Gross Leaseable Area				In Place Occupancy								Occupancy		Base Rent		Base Rent PSF
	Anchors	Acquired	%	Street	Anchors	Shops	Total	Street		Anchors		Shops		Total		Total		Total		Total
Fund II Portfolio Detail

NEW YORK
New York
216th Street	NYC Human Resources Administration	2005	99.1%	—	60,000	—	60,000	—		100.0	%	—		100.0	%	100.0	%	$	2,574,000	$	42.90
161st Street ²	Various New York City & State agencies	2005	99.1%	—	160,916	88,420	249,336	—		34.6	%	51.8	%	40.7	%	41.3	%	3,238,376		31.91

Total - Fund II				—	220,916	88,420	309,336	—		52.4	%	51.8	%	52.2	%	52.7	%	$	5,812,376	$	35.99

Fund III Portfolio Detail

NEW YORK
New York
Cortlandt Towne Center	Wal-Mart, Best Buy, A&P	2009	100.0%	—	472,420	163,037	635,457	—		95.7	%	85.3	%	93.1	%	96.7	%	$	10,009,933	$	16.93
654 Broadway	Penguin (Perry Ellis)	2011	100.0%	2,896	—	—	2,896	100.0	%	—		—		100.0	%	100.0	%	566,500		195.61
640 Broadway	Swatch	2012	63.1%	4,184	—	—	4,184	60.7	%	—		—		60.7	%	100.0	%	600,884		236.48
New Hyde Park Shopping Center	PetSmart	2011	100.0%	—	13,507	19,095	32,602	—		100.0	%	70.8	%	82.9	%	88.5	%	1,172,792		43.41
Nostrand Avenue	—	2013	100.0%	—	—	42,912	42,912	—		—		75.2	%	75.2	%	80.1	%	1,484,526		45.99

MID-ATLANTIC
Maryland
Arundel Plaza	Giant Food, Lowe's	2012	94.3%	—	231,920	33,196	265,116	—		100.0	%	58.8	%	94.8	%	94.8	%	1,320,784		5.25

MIDWEST
Illinois
Heritage Shops	LA Fitness, Ann Taylor Loft	2011	100.0%	—	49,878	31,852	81,730	—		100.0	%	93.3	%	97.4	%	96.0	%	3,241,075		40.72

Total - Fund III				7,080	767,725	290,092	1,064,897	76.8	%	97.4	%	80.7	%	92.7	%	95.3	%	$	18,396,494	$	18.64

Fund IV Portfolio Detail

NEW YORK
New York
1151 Third Avenue	Vineyard Vines	2013	100.0%	13,250	—	—	13,250	100.0	%	—		—		100.0	%	100.0	%	$	1,700,850	$	128.37
17 East 71st Street	The Row	2014	100.0%	8,432	—	—	8,432	100.0	%	—		—		100.0	%	100.0	%	1,792,487		212.58
1035 Third Avenue ³	—	2015	100.0%	7,617	—	—	7,617	71.4	%	—		—		71.4	%	71.4	%	912,760		167.88

New Jersey
Paramus Plaza	Babies R Us, Ashley Furniture	2013	50.0%	—	74,837	79,572	154,409	—		100.0	%	28.9	%	63.4	%	63.4	%	1,847,945		18.89
2819 Kennedy Boulevard	Aldi	2013	98.6%	—	46,003	1,536	47,539	—		45.9	%	100.0	%	47.6	%	100.0	%	605,558		26.75



MID-ATLANTIC
Virginia
Promenade at Manassas	Home Depot, HH Gregg	2013	98.6%	—	194,038	71,404	265,442	—		100.0	%	94.6	%	98.6	%	98.4	%	3,441,079		13.15
Lake Montclair	Food Lion	2013	100.0%	—	33,000	72,832	105,832	—		100.0	%	90.2	%	93.2	%	93.2	%	1,858,817		18.84

Maryland
1701 Belmont Avenue	Best Buy	2012	98.6%	—	58,674	—	58,674	—		100.0	%	—		100.0	%	100.0	%	936,166		15.96

Delaware
Eden Square	Giant Food	2014	98.6%	—	167,333	68,175	235,508	—		38.8	%	79.0	%	50.4	%	50.4	%	1,895,891		15.97

MIDWEST
Illinois
938 W. North Avenue	Sephora	2013	80.0%	33,228	—	—	33,228	62.6	%	—		—		62.6	%	62.6	%	988,726		47.56

SOUTHEAST
Georgia
Broughton Street Portfolio ⁵	J. Crew, L'Occitane	2014	50.0%	14,641	—	—	14,641	100.0	%	—		—		100.0	%	100.0	%	490,236		33.48

Total - Fund IV				77,168	573,885	293,519	944,572	81.1	%	77.8	%	72.1	%	76.3	%	78.9	%	$	16,470,515	$	22.85


Notes:
¹ 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	80.0%
210 Bowery	100.0%
Broughton Street Portfolio	50.0%
27 East 61st Street	100.0%
801 Madison Avenue	100.0%
650 Bald Hill Road ⁴	90.0%
² Currently operating, but redevelopment activities have commenced.
³ Property also includes 12,371 sf of 2nd floor office space and 29,760 sf parking garage (131 spaces).
⁴ Property acquired subsequent to September 30, 2015.
₅ Represents 4 of the 25 properties in this portfolio that have been leased. The remaining properties are still in development.



Funds Lease Expirations


	FUND II
		Gross Leased Area					Base Rent
	No. of Leases	Expiring	Percent						Percent
Year	Expiring	SF	of Total		Amount		PSF		of Total
M to M ¹	1	9,967	5.9%		$	99,670	$	10.00	1.7	%
Thereafter	7	159,696	94.1%		5,712,706		35.77		98.3	%
Total	8	169,663	100.0%		$	5,812,376	$	34.26	100.0	%

		139,673	Total Vacant
		309,336	Total Square Feet




	FUND III										FUND IV
		Gross Leased Area					Base Rent					Gross Leased Area					Base Rent
	No. of Leases	Expiring	Percent						Percent		No. of Leases	Expiring	Percent						Percent
Year	Expiring	SF	of Total		Amount		PSF		of Total		Expiring	SF	of Total		Amount		PSF		of Total
M to M ¹	5	10,880	1.1	%	$	288,027	$	26.47	1.6	%	1	1,400	0.2	%	$	21,658	$	15.47	0.1	%
2015	4	61,054	6.2	%	555,919		9.11		3.0	%	1	3,600	0.5	%	31,680		8.80		0.2	%
2016	13	27,495	2.8	%	1,229,146		44.70		6.7	%	10	30,575	4.3	%	581,879		19.03		3.5	%
2017	8	76,110	7.7	%	1,870,787		24.58		10.2	%	14	90,109	12.6	%	2,268,332		25.17		13.8	%
2018	16	265,859	26.9	%	3,920,955		14.75		21.3	%	14	42,414	5.9	%	932,130		21.98		5.7	%
2019	11	259,468	26.3	%	2,540,391		9.79		13.8	%	10	97,783	13.7	%	1,714,759		17.54		10.4	%
2020	5	10,903	1.1	%	305,840		28.05		1.7	%	8	64,968	9.1	%	1,709,328		26.31		10.4	%
2021	4	45,262	4.6	%	839,864		18.56		4.6	%	2	34,544	4.8	%	424,736		12.30		2.6	%
2022	6	80,203	8.1	%	1,729,670		21.57		9.4	%	3	33,629	4.7	%	492,521		14.65		3.0	%
2023	5	26,031	2.6	%	1,210,486		46.50		6.6	%	4	47,063	6.6	%	704,140		14.96		4.3	%
2024	8	60,581	6.1	%	2,030,948		33.52		11.0	%	7	115,960	16.3	%	2,989,150		25.78		18.1	%
Thereafter	6	62,792	6.5	%	1,874,461		29.85		10.1	%	12	151,089	21.3	%	4,600,202		30.45		27.9	%
Total	91	986,638	100.0	%	$	18,396,494	$	18.65	100.0	%	86	713,134	100.0	%	$	16,470,515	$	23.10	100.0	%

		78,259	Total Vacant									231,438	Total Vacant
		1,064,897	Total Square Feet									944,572	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 ⁴	Key Tenants	Incurred			Estimated Future Range						Estimated Total Range						Debt
FUND II

City Point ¹	94.2	%	Brooklyn, NY	2016/2020			⁶	763,000	⁷	66% ²	Century 21, CityTarget, Alamo Drafthouse	$	315.7	³	$	74.3	to	$	94.3	³	$	390.0	to	$	410.0	³	$	240.0
Sherman Plaza	99.1	%	New York, NY	TBD				TBD		—	TBD	35.6			TBD			TBD			TBD			TBD			—
												$	351.3		TBD			TBD			TBD			TBD			$	240.0

FUND III

Cortlandt Crossing	100	%	Mohegan Lake, NY	2017				150,000 - 170,000		—	TBD	$	13.8		$	33.2	to	$	42.2		$	47.0	to	$	56.0		$	—
3104 M Street NW	80	%	Washington, D.C.	2016				10,000		—	TBD	6.2			1.8		to	2.8			8.0		to	9.0			2.2
Broad Hollow Commons	100	%	Farmingdale, NY	2016				180,000 - 200,000		—	TBD	14.2			35.8		to	45.8			50.0		to	60.0			—
												$	34.2		$	70.8		$	90.8		$	105.0		$	125.0		$	2.2


FUND IV

210 Bowery	100	%	New York, NY	2016				16,000		—	TBD	$	11.8		$	6.7	to	$	10.7		$	18.5	to	$	22.5		$	4.6
Broughton Street Portfolio ⁵	50	%	Savannah, GA	2016				200,000		—	J. Crew, Lululemon, H&M	54.3			30.7		to	35.7			85.0		to	90.0			25.0
27 E. 61st Street	100	%	New York, NY	2016				9,500		—	TBD	21.0			1.8		to	5.8			22.8		to	26.8			—
801 Madison Avenue	100	%	New York, NY	2016				5,000		45%	TBD	33.5			2.5		to	7.5			36.0		to	41.0			—
												$	120.6		$	41.7		$	59.7		$	162.3		$	180.3		$	29.6

Notes:
¹ Acquired a leasehold interest in this property.
² Leased rate calculated on approximately 540,000 rentable square feet.
³ Net of actual and anticipated contributions from retail tenants and proceeds from residential tower sales. Excludes Tower I. Debt and incurred costs are reduced by $5.3M relating to the New Markets Tax Credits received.
⁴ The leased rate excludes pre-redevelopment tenants.
⁵ This portfolio includes 25 buildings, including 4 which are operating.
⁶ Phases I and II have an estimated completion date of 2016. Phase III has an estimated completion date of 2020.
⁷ This reflects increases to Phase I and Phase II square footage, and the addition of Phase III square footage.

Reconciles to Consolidated Balance Sheet as follows:

Development costs above				$	506.1

City Point Items:
Adjustment to FMV				33.8
Gain on sales				51.2
Costs of Tower 1				80.7

Less:
Development held as operating real estate				(33.5		)
Development costs of unconsolidated properties				(54.3		)
Deferred costs and other amounts				(8.8		)

Total per consolidated balance sheet				$	575.2

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. 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 supplemental adjustment more appropriately reflects the results of its operations. The Company also provides one other supplemental disclosure of operating performance, adjusted funds from operations ("AFFO"). 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.

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.