Investments in Unconsolidated Joint Ventures:

The Company has made the following recent investments and dispositions in its unconsolidated joint ventures:

On January 6, 2016, the Company sold a 40% ownership interest in Arrowhead Towne Center, a 1,197,000 square foot regional shopping center in Glendale, Arizona, for $289,496, resulting in a gain on the sale of assets of $101,629. The sales price was funded by a cash payment of $129,496 and the assumption of a pro rata share of the mortgage note payable on the property of $160,000. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes, which included funding the Special Dividend (See Note 12—Stockholders' Equity). Upon completion of the sale of the ownership interest, the Company no longer has a controlling interest in the joint venture due to the substantive participation rights of the outside partner. Accordingly, the Company accounts for its investment in Arrowhead Towne Center under the equity method of accounting.

On January 14, 2016, the Company formed a joint venture, whereby the Company sold a 49% ownership interest in Deptford Mall, a 1,039,000 square foot regional shopping center in Deptford, New Jersey; FlatIron Crossing, a 1,432,000 square foot regional shopping center in Broomfield, Colorado; and Twenty Ninth Street, an 847,000 square foot regional shopping center in Boulder, Colorado (the "MAC Heitman Portfolio"), for $771,478, resulting in a gain on the sale of assets of $340,734. The sales price was funded by a cash payment of $478,608 and the assumption of a pro rata share of the mortgage notes payable on the properties of $292,870. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes. Upon completion of the sale of the ownership interest, the Company no longer has a controlling interest in the joint venture due to the substantive participation rights of the outside partner. Accordingly, the Company accounts for its investment in the MAC Heitman Portfolio under the equity method of accounting.

On March 1, 2016, the Company, through a 50/50 joint venture, acquired Country Club Plaza, a 1,006,000 square foot regional shopping center in Kansas City, Missouri, for a purchase price of $660,000. The Company funded its pro rata share of the purchase price of $330,000 from borrowings under its line of credit. On March 28, 2016, the joint venture placed a $320,000 loan on the property that bears interest at an effective rate of 3.88% and matures on April 1, 2026. The Company used its pro rata share of the proceeds to pay down its line of credit and for general corporate purposes.

On March 17, 2017, the Company's joint venture in Country Club Plaza sold an office building for $78,000, resulting in a gain on sale of assets of $4,580. The Company's pro rata share of the gain on sale of assets of $2,290 was included in equity in income from joint ventures. The Company used its share of the proceeds to fund repurchases under the 2017 Stock Buyback Program (See Note 12—Stockholders' Equity).

Combined and condensed balance sheets and statements of operations are presented below for all unconsolidated joint ventures.

Combined and Condensed Balance Sheets of Unconsolidated Joint Ventures:



	June 30, 2017			December 31, 2016
Assets(1):
Property, net	$	9,092,493		$	9,176,642
Other assets	647,492			614,607
Total assets	$	9,739,985		$	9,791,249
Liabilities and partners' capital(1):
Mortgage and other notes payable(2)	$	5,324,700		$	5,224,713
Other liabilities	435,822			403,369
Company's capital	2,174,786			2,279,819
Outside partners' capital	1,804,677			1,883,348
Total liabilities and partners' capital	$	9,739,985		$	9,791,249
Investments in unconsolidated joint ventures:
Company's capital	$	2,174,786		$	2,279,819
Basis adjustment(3)	(573,345		)	(584,887		)
	$	1,601,441		$	1,694,932

Assets—Investments in unconsolidated joint ventures	$	1,696,572		$	1,773,558
Liabilities—Distributions in excess of investments in unconsolidated joint ventures	(95,131		)	(78,626		)
	$	1,601,441		$	1,694,932


(1)	These amounts include the assets of $3,126,583 and $3,179,255 of Pacific Premier Retail LLC (the "PPR Portfolio") as of June 30, 2017 and December 31, 2016, respectively, and liabilities of $1,881,513 and $1,887,952 of the PPR Portfolio as of June 30, 2017 and December 31, 2016, respectively.

(2)

Included in mortgage and other notes payable are amounts due to an affiliate of Northwestern Mutual Life ("NML") of $487,077 and $265,863 as of June 30, 2017 and December 31, 2016, respectively. NML is considered a related party because it is a joint venture partner with the Company in Macerich Northwestern Associates—Broadway Plaza. Interest expense on these borrowings was $4,929 and $4,992 for the three months ended June 30, 2017 and 2016, respectively, and $8,089 and $11,358 for the six months ended June 30, 2017 and 2016, respectively.

(3)

The Company amortizes the difference between the cost of its investments in unconsolidated joint ventures and the book value of the underlying equity into income on a straight-line basis consistent with the lives of the underlying assets. The amortization of this difference was $4,197 and $4,669 for the three months ended June 30, 2017 and 2016, respectively, and $8,224 and $9,126 for the six months ended June 30, 2017 and 2016, respectively.

Combined and Condensed Statements of Operations of Unconsolidated Joint Ventures:



	PPR Portfolio			Other Joint Ventures			Total
Three Months Ended June 30, 2017
Revenues:
Minimum rents	$	32,045		$	126,765		$	158,810
Percentage rents	221			2,126			2,347
Tenant recoveries	11,373			46,119			57,492
Other	1,402			13,017			14,419
Total revenues	45,041			188,027			233,068
Expenses:
Shopping center and operating expenses	9,711			58,886			68,597
Interest expense	16,675			32,976			49,651
Depreciation and amortization	24,802			62,090			86,892
Total operating expenses	51,188			153,952			205,140
Loss on sale of assets	—			(2		)	(2		)
Net (loss) income	$	(6,147	)	$	34,073		$	27,926
Company's equity in net (loss) income	$	(1,034	)	$	17,970		$	16,936
Three Months Ended June 30, 2016
Revenues:
Minimum rents	$	31,474		$	119,664		$	151,138
Percentage rents	343			2,624			2,967
Tenant recoveries	11,919			46,652			58,571
Other	689			12,752			13,441
Total revenues	44,425			181,692			226,117
Expenses:
Shopping center and operating expenses	9,314			58,930			68,244
Interest expense	16,055			31,266			47,321
Depreciation and amortization	26,796			60,764			87,560
Total operating expenses	52,165			150,960			203,125
Gain on sale of assets	—			5			5
Net (loss) income	$	(7,740	)	$	30,737		$	22,997
Company's equity in net (loss) income	$	(1,730	)	$	16,346		$	14,616



	PPR Portfolio			Other Joint Ventures		Total
Six Months Ended June 30, 2017
Revenues:
Minimum rents	$	65,581		$	250,268	$	315,849
Percentage rents	951			3,864		4,815
Tenant recoveries	22,812			94,034		116,846
Other	2,428			24,528		26,956
Total revenues	91,772			372,694		464,466
Expenses:
Shopping center and operating expenses	19,471			121,081		140,552
Interest expense	33,401			65,255		98,656
Depreciation and amortization	51,078			124,969		176,047
Total operating expenses	103,950			311,305		415,255
(Loss) gain on sale or write down of assets, net	(35		)	4,579		4,544
Net (loss) income	$	(12,213	)	$	65,968	$	53,755
Company's equity in net (loss) income	$	(1,996	)	$	34,775	$	32,779
Six Months Ended June 30, 2016
Revenues:
Minimum rents	$	62,057		$	226,037	$	288,094
Percentage rents	1,102			4,377		5,479
Tenant recoveries	23,895			90,095		113,990
Other	3,527			23,104		26,631
Total revenues	90,581			343,613		434,194
Expenses:
Shopping center and operating expenses	19,100			112,228		131,328
Interest expense	31,269			59,004		90,273
Depreciation and amortization	54,880			117,297		172,177
Total operating expenses	105,249			288,529		393,778
Net (loss) income	$	(14,668	)	$	55,084	$	40,416
Company's equity in net (loss) income	$	(2,974	)	$	29,250	$	26,276

Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company.