Investment and Advances in Real Estate Joint Ventures:

The Company and its subsidiaries have investments and advances in various real estate joint ventures. These joint ventures are engaged primarily in the operation of shopping centers which are either owned or held under long-term operating leases. The Company and the joint venture partners have joint approval rights for major decisions, including those regarding property operations. As such, the Company holds noncontrolling interests in these joint ventures and accounts for them under the equity method of accounting.

As of

December

31,

2016

and

2015,

the Company’s had interests in

135

and

191

shopping center properties, respectively, aggregating

26.2

million and

35.4

million square feet of GLA, respectively, held in joint venture investments. The table below presents joint venture investments for which the Company held an ownership interest at

December

31,

2016

and

2015

(in millions, except number of properties):

	As of December 31 , 2016						As of December 31 , 2015
Venture	Ownership Interest		Number of Properties		The Company's Investment		Ownership Interest		Number of Properties		The Company's Investment
Prudential Investment Program (“KimPru” and “KimPru II”) (1) (2)		15.0%		48	$	182.5		15.0%		53	$	175.5
Kimco Income Opportunity Portfolio (“KIR”) (2)		48.6%		45		145.2		48.6%		47		131.0
Canada Pension Plan Investment Board (“CPP”) (2) (3)		55.0%		5		111.8		55.0%		7		195.6
Other Institutional Programs (2)		Various		2		0.4		Various		9		5.2
Other Joint Venture Programs (4)		Various		34		60.4		Various		40		64.0
Canadian Properties		50.0%		1		3.9		Various		35		171.3
Total				135	$	504.2				191	$	742.6

(1)	Represents four separate joint ventures, with four separate accounts managed by Prudential Global Investment Management (“PGIM”), three of these ventures are collectively referred to as KimPru and the remaining venture is referred to as KimPru II.

(2)	The Company manages these joint venture investments and, where applicable, earns acquisition fees, leasing commissions, property management fees, asset management fees and construction management fees.

(3)	During the year ended December 31, 2016, the CPP joint venture acquired a property interest adjacent to an existing operating property in Temecula, CA for a gross purchase price of $27.5 million.

(4)	Includes five land parcels located in Mexico.

The table below presents the Company’s share of net income for these investments which is included in the Company’s Consolidated Statements of Income under Equity in income of joint ventures, net for the years ended

December

31,

2016,

2015

and

2014

(in millions):

	Year Ended December 31,
	2016		2015		2014
KimPru and KimPru II	$	16.4	$	7.1	$	8.1
KIR		44.0		41.0		26.5
CPP		7.7		9.6		7.1
Other Institutional Programs		1.1		4.7		28.8
Other Joint Venture Programs		3.9		14.2		49.7
Canadian Properties		145.6		403.8		39.4
Total	$	218.7	$	480.4	$	159.6

During

2016,

the Company’s real estate joint ventures disposed of or transferred interest to joint venture partners

operating properties and

one

land parcel, in separate transactions, for an aggregate sales price of

$1.1

billion. These transactions resulted in an aggregate net gain to the Company of

$151.2

million, before income taxes, for the year ended

December

31,

2016.

In addition, during

2016,

the Company acquired the remaining interest in

nine

operating properties and

one

development project from various joint ventures, in separate transactions, for a gross purchase price of

$590.1

million. See Footnotes

and

of the Notes to Consolidated Financial Statements for the operating properties and development projects acquired by the Company.

During

2015,

the Company’s real estate joint ventures disposed of or transferred interest to joint venture partners

operating properties and

land parcels, in separate transactions, for an aggregate sales price of

$1.8

billion. These transactions resulted in an aggregate net gain to the Company of

$380.6

million, before income taxes, for the year ended

December

31,

2015.

In addition, during

2015,

the Company acquired the remaining interest in

operating properties from various joint ventures, in separate transactions for a gross purchase price of

$1.6

billion. See Footnote

of the Notes to Consolidated Financial Statements for the operating properties acquired by the Company.

During

2014,

the Company’s real estate joint ventures disposed of or transferred interest to joint venture partners

operating properties, in separate transactions, for an aggregate sales price of

$811.7

million. These transactions resulted in an aggregate net gain to the Company of

$96.0

million, before income taxes, for the year ended

December

31,

2014.

In addition, during

2014,

the Company acquired the remaining interest in

operating properties from various joint ventures, in separate transactions for a gross purchase price of

$1.0

billion.

The table below presents debt balances within the Company’s joint venture investments for which the Company held noncontrolling ownership interests at

December

31,

2016

and

2015

(dollars in millions):

	As of December 31 , 2016							As of December 31, 2015
Venture	Mortgages and Notes Payable		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*		Mortgages and Notes Payable		Weighted Average Interest Rate			Weighted Average Remaining Term (months)*
KimPru and KimPru II	$	647.4		3.07	%		67.5	$	777.1		5.54	%		12.6
KIR		746.5		4.64	%		54.9		811.6		4.64	%		62.3
CPP		84.8		2.17	%		16.0		109.9		5.25	%		3.5
Other Institutional Programs		94.7		4.09	%		19.0		218.5		4.92	%		20.5
Other Joint Venture Programs		482.1		5.67	%		24.5		540.7		5.61	%		36.1
Canadian Properties		7.5		4.70	%		9.1		341.3		4.64	%		56.4
Total	$	2,063.0						$	2,799.1

* Average remaining term includes extensions

Summarized financial information for the Company’s investment and advances in real estate joint ventures is as follows (in millions):

	December 31,
	201 6		2015
Assets:
Real estate, net	$	3,741.9	$	4,855.5
Other assets		224.6		279.3
	$	3,966.5	$	5,134.8
Liabilities and Partners’/Members’ Capital:
Notes payable	$	214.5	$	29.7
Mortgages payable and construction loans		1,848.5		2,769.4
Other liabilities		82.3		119.6
Noncontrolling interests		15.9		16.2
Partners’/Members’ capital		1,805.3		2,199.9
	$	3,966.5	$	5,134.8

	Year Ended December 31,
	201 6			2015			2014
Revenues from rental properties	$	597.5		$	842.5		$	1,059.9
Operating expenses		(178.1	)		(265.9	)		(333.5	)
Interest expense		(117.3	)		(202.8	)		(247.3	)
Depreciation and amortization		(138.1	)		(191.9	)		(260.0	)
Impairment charges		(38.6	)		(63.4	)		(23.1	)
Other income/(expense), net	20.1				4.4			(14.4	)
		(452.0	)		(719.6	)		(878.3	)
Income from continuing operations		145.5			122.9			181.6
Discontinued Operations:
Income from discontinued operations		-			-			2.8
Impairment on dispositions of properties		-			-			(3.8	)
Gain on dispositions of properties		-			-			471.1
		-			-			470.1
Gain on sale of operating properties		296.2			1,166.7			-
Net income	$	441.7		$	1,289.6		$	651.7

Other liabilities included in the Company’s accompanying Consolidated Balance Sheets include accounts with certain real estate joint ventures totaling

$11.0

million and

$12.6

million at

December

31,

2016

and

2015,

respectively. The Company and its subsidiaries have varying equity interests in these real estate joint ventures, which

may

differ from their proportionate share of net income or loss recognized in accordance with GAAP.

The Company’s maximum exposure to losses associated with its unconsolidated joint ventures is primarily limited to its carrying value in these investments. Generally, such investments contain operating properties and the Company has determined these entities do not contain the characteristics of a VIE. As of

December

31,

2016

and

2015,

the Company’s carrying value in these investments is

$504.2

million and

$742.6

million, respectively.