Investments in Unconsolidated Joint Ventures:

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

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 the sale of assets of $2,290 was included in equity in income from unconsolidated joint ventures. The Company used its share of the proceeds to fund repurchases under the 2017 Stock Buyback Program (See Note 13—Stockholders' Equity).

On September 18, 2017, the Company's joint venture in Fashion District Philadelphia sold its ownership interest in an office building for $61,500, resulting in a gain on sale of assets of $13,078. The Company's pro rata share of the gain on the sale of assets of $6,539 was included in equity in income from unconsolidated joint ventures. The Company used its share of the proceeds to fund repurchases under the 2017 Stock Buyback Program (See Note 13—Stockholders' Equity).

On December 14, 2017, the Company’s joint venture in Westcor/Queen Creek LLC sold land for $30,491, resulting in a gain on sale of assets of $14,853. The Company’s share of the gain on sale was $5,436, which was included in equity in income of unconsolidated joint ventures. The Company used its portion of the proceeds to pay down its line of credit and for general corporate purposes.

On February 16, 2018, the Company's joint venture in Fashion District Philadelphia sold its ownership interest in an office building for $41,800, resulting in a gain on sale of assets of $5,545. The Company's pro rata share of the gain on the sale of assets of $2,773 was included in equity in income from unconsolidated joint ventures. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes.

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, 2018			December 31, 2017
Assets(1):
Property, net	$	9,002,271		$	9,052,105
Other assets	620,500			635,838
Total assets	$	9,622,771		$	9,687,943
Liabilities and partners' capital(1):
Mortgage and other notes payable(2)	$	5,964,691		$	5,296,594
Other liabilities	386,509			405,052
Company's capital	1,839,908			2,188,057
Outside partners' capital	1,431,663			1,798,240
Total liabilities and partners' capital	$	9,622,771		$	9,687,943
Investments in unconsolidated joint ventures:
Company's capital	$	1,839,908		$	2,188,057
Basis adjustment(3)	(550,766		)	(562,021		)
	$	1,289,142		$	1,626,036

Assets—Investments in unconsolidated joint ventures	$	1,381,358		$	1,709,522
Liabilities—Distributions in excess of investments in unconsolidated joint ventures	(92,216		)	(83,486		)
	$	1,289,142		$	1,626,036


(1)	These amounts include the assets of $3,059,530 and $3,106,105 of Pacific Premier Retail LLC (the "PPR Portfolio") as of June 30, 2018 and December 31, 2017, respectively, and liabilities of $1,859,679 and $1,872,227 of the PPR Portfolio as of June 30, 2018 and December 31, 2017, respectively.

(2)

Included in mortgage and other notes payable are amounts due to an affiliate of Northwestern Mutual Life ("NML") of $701,884 and $482,332 as of June 30, 2018 and December 31, 2017, 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 $7,158 and $4,929 for the three months ended June 30, 2018 and 2017, respectively, and $12,116 and $8,089 for the six months ended June 30, 2018 and 2017, 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 $3,524 and $4,197 for the three months ended June 30, 2018 and 2017, respectively, and $7,627 and $8,224 for the six months ended June 30, 2018 and 2017, respectively.

Combined and Condensed Statements of Operations of Unconsolidated Joint Ventures:



	PPR Portfolio			Other Joint Ventures			Total
Three Months Ended June 30, 2018
Revenues:
Minimum rents	$	32,881		$	123,940		$	156,821
Percentage rents	269			1,262			1,531
Tenant recoveries	11,400			47,312			58,712
Other	1,244			14,973			16,217
Total revenues	45,794			187,487			233,281
Expenses:
Shopping center and operating expenses	9,517			60,325			69,842
Interest expense	16,770			37,356			54,126
Depreciation and amortization	24,071			60,973			85,044
Total operating expenses	50,358			158,654			209,012
Gain on sale or write down of assets, net	—			559			559
Net (loss) income	$	(4,564	)	$	29,392		$	24,828
Company's equity in net (loss) income	$	(257	)	$	15,926		$	15,669
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 or write down of assets, net	—			(2		)	(2		)
Net (loss) income	$	(6,147	)	$	34,073		$	27,926
Company's equity in net (loss) income	$	(1,034	)	$	17,970		$	16,936



	PPR Portfolio			Other Joint Ventures		Total
Six Months Ended June 30, 2018
Revenues:
Minimum rents	$	65,620		$	251,648	$	317,268
Percentage rents	701			3,073		3,774
Tenant recoveries	22,800			95,416		118,216
Other	2,261			26,064		28,325
Total revenues	91,382			376,201		467,583
Expenses:
Shopping center and operating expenses	19,198			121,646		140,844
Interest expense	33,496			70,388		103,884
Depreciation and amortization	48,555			123,385		171,940
Total operating expenses	101,249			315,419		416,668
Gain on sale or write down of assets, net	—			1,529		1,529
Net (loss) income	$	(9,867	)	$	62,311	$	52,444
Company's equity in net (loss) income	$	(873	)	$	33,414	$	32,541
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

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

Collaborative Arrangement:

On March 1, 2018, the Company formed a 25/75 joint venture with a third party, whereby the Company agreed to contribute Westside Pavilion, a 755,000 square foot regional shopping center in Los Angeles, California in exchange for a cash payment of $142,500. The Company expects to complete the transfer during the next twelve months. Both partners share operating control of the property and the Company will be reimbursed by the outside partner for 75% of the carrying cost of the property, which are defined in the agreement as operating expenses in excess of revenues, debt service and capital expenditures.

Since March 1, 2018, the Company has accounted for the operations of Westside Pavilion as a collaborative arrangement. Accordingly, the Company has reduced minimum rents, percentage rents, tenant recoveries, other revenue, shopping center and operating expenses and interest expense by its partner's 75% share and recorded a receivable due from its partner, which will be settled upon completion of the transfer of the property. The Company's partner's reimbursable 75% share of mortgage loan principal payments and capital expenditures are recorded as a receivable and a deferred gain that will be recognized when the transfer is completed.

Additionally, the Company has classified the long-lived assets of Westside Pavilion as held for sale on its consolidated balance sheet and has ceased the recognition of depreciation and amortization expense as of March 1, 2018.