Mortgages Payable

At December 31, 2011 and 2010, mortgage notes payable, excluding the net valuation premium on the assumption of debt, aggregated $787.9 million and $806.2 million, respectively, and were collateralized by 29 properties and related tenant leases. Interest rates on the Company’s outstanding mortgage indebtedness ranged from 1.55% to 7.34% with maturities that ranged from September 2012 to November 2032. Certain loans are cross-collateralized and contain cross-default provisions. The loan agreements contain customary representations, covenants and events of default. Certain loan agreements require the Company to comply with affirmative and negative covenants, including the maintenance of debt service coverage and leverage ratios.

The following reflects mortgage loan activity for the year ended December 31, 2011:

During November 2011, the Company extended the maturity date of a $9.9 million loan to September 1, 2012. The extension required a payment of $0.5 million, reducing the balance of the loan to $9.4 million. The loan continues to bear interest at LIBOR plus 325 basis points.

During November 2011, the Company extended the maturity date of an $8.3 million loan that was maturing to October 30, 2012. The loan continues to bear interest at LIBOR plus 165 basis points.

During October 2011, the Company extended the maturity date of its $64.5 million revolving credit facility collateralized by six properties from December 1, 2011 to December 1, 2012.The loan continues to bear interest at LIBOR plus 125 basis points.

During October 2011, the Company amended and extended the maturity of a $13.7 million loan collateralized by a property that was scheduled to mature in December 2011. The amendment required a $0.9 million pay down of principal, reducing the balance of the loan to $12.8 million. The loan bears interest at LIBOR plus 225 basis points, matures on September 30, 2014, and has one three-year extension option.

During September 2011, the Company modified and extended the Fund III subscription line of credit. The modification provided a one year extension of the maturity date to October 10, 2012 and adjusted the interest rate to LIBOR plus 225 basis points. During

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgages Payable, continued

2011, the Company borrowed $71.6 million and repaid $107.0 million under this line of credit. As of December 31, 2011, the total outstanding amount on this line of credit was $136.1 million.

During September 2011, the Company closed on a $12.5 million loan collateralized by a property. The loan bears interest at LIBOR plus 235 basis points and matures on September 30, 2014 with two one-year extension options.

During August 2011, the Company amended an existing $58.0 million loan collateralized by a property. The amendment provided for an additional $4.0 million of proceeds. The amended loan continues to bear interest at LIBOR plus 400 basis points, subject to a LIBOR floor of 250 basis points and matured on January 12, 2012 and was extended. Previously, during January 2011, the Company had amended this loan to provide for an additional $3.0 million supplemental loan and a $7.0 million subordinate loan. During 2011, the Company drew down an additional $16.2 million on this construction loan. As of December 31, 2011, the total outstanding amount on this loan was $56.5 million. Subsequent to December 31, 2011, the loan maturity date was extended to September 11, 2012. All other terms have remained the same.

During August 2011, the Company closed on a $42.0 million loan collateralized by six properties. The loan bears interest at LIBOR plus 415 basis points, with a LIBOR floor of 50 basis points and matures on August 31, 2013. The proceeds of this loan were used to repay a $41.5 million loan that matured July 31, 2011.

During June 2011, the Company modified an existing $85.3 million loan collateralized by a property. The modification extended the maturity date from October 4, 2011 to September 30, 2012. The loan continues to bear interest at LIBOR plus 350 basis points subject to a LIBOR floor of 150 basis points.

During June 2011, the Company modified an existing $9.4 million loan collateralized by a property. The modification extended the maturity date from June 29, 2012 to June 30, 2018. The loan continues to bear interest at LIBOR plus 140 basis points.

During January 2011, the Company purchased a $9.3 million mortgage loan collateralized by one of its properties for $7.6 million, resulting in a $1.7 million gain on extinguishment of debt.

During January 2011, the Company borrowed the remaining $2.4 million of a $34.0 million loan collateralized by a property.

The following table sets forth certain information pertaining to our secured credit facilities:



(dollars in thousands) Borrower	Total amount of credit facility		Amount borrowed as of December 31, 2010		Net borrowings (repayments) during the year ended December 31, 2011			Amount borrowed as of December 31, 2011		Letters of credit outstanding as of December 31, 2011		Amount available under credit facilities as of December 31, 2011
Acadia Realty, LP	$	64,498	$	1,000	$	—		$	1,000	$	4,561	$	58,937
Fund II	40,000		40,000		—			40,000		—		—
Fund III	150,286		171,450		(35,371		)	136,079		—		14,207
Total	$	254,784	$	212,450	$	(35,371	)	$	177,079	$	4,561	$	73,144

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgages Payable, continued

The following table summarizes the Company’s mortgage and other secured indebtedness as of December 31, 2011 and December 31, 2010:

(dollars in thousands)

Description of Debt and Collateral

12/31/2011

12/31/2010

Interest Rate at December 31, 2011

Maturity

Payment
Terms

Mortgage notes payable – variable-rate

Canarsie Plaza

56,476

40,243

Greater of 6.50% or 4.30% (LIBOR+4.00%)

9/11/2012

Interest only monthly.

Liberty Avenue

9,395

10,000

3.55% (LIBOR+3.25%)

9/1/2012

Interest only monthly.

Fordham Place

84,277

85,910

Greater of 1.5%+3.5% or 5.00% (LIBOR+3.50%)

9/30/2012

Monthly principal and interest.

Tarrytown Shopping Center

8,260

8,427

1.95% (LIBOR+1.65%)

10/30/2012

Interest only monthly.

161st Street

28,900

5.80% (LIBOR+5.50%)

4/1/2013

Interest only monthly.

CityPoint

20,650

2.80% (LIBOR+2.50%)

8/12/2013

Interest only monthly.

Six self-storage properties

42,000

—

Greater of 4.65% or 4.45% (LIBOR+4.15%)

8/31/2013

Interest only monthly until 10/2012; monthly principal and interest thereafter.

Pelham Manor

34,000

31,554

3.05% (LIBOR+2.75%)

12/1/2013

Monthly principal and interest.

Branch Shopping Plaza

12,761

13,932

2.55% (LIBOR+2.25%)

9/30/2014

Monthly principal and interest.

125 Main Street, Westport

12,500

—

2.65% (LIBOR+2.35%)

9/30/2014

Interest only monthly.

Cortlandt Towne Center

50,000

2.20% (LIBOR+1.90%)

10/26/2015

Monthly principal and interest.

Village Commons Shopping Center

9,310

9,305

1.70% (LIBOR+1.40%)

6/30/2018

Monthly principal and interest.

Sub-total mortgage notes payable

368,529

298,921

Secured credit facilities – variable-rate:

Fund III revolving subscription line of credit (2)

136,079

171,450

2.55% (LIBOR+2.25%)

10/10/2012

Interest only monthly.

Six Core Portfolio properties

1,000

1.55% (LIBOR+1.25%)

12/1/2012

Annual principal and monthly interest.

Fund II term loan

40,000

3.20% (LIBOR+2.90%)

12/22/2014

Interest only monthly.

Sub-total secured credit facilities

177,079

212,450

Interest rate swaps (1)

(57,027

)

(71,535

)

Total variable-rate debt

488,581

439,836

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgages Payable, continued



(dollars in thousands)
Description of Debt and Collateral	12/31/2011		12/31/2010		Interest Rate at December 31, 2011	Maturity	Payment Terms

Mortgage notes payable – fixed-rate
Five Self-Storage properties	—		41,500
Chestnut Hill	—		9,338
Clark Diversey	4,491		4,625		6.35%	7/1/2014	Monthly principal and interest.
New Loudon Center	13,882		14,119		5.64%	9/6/2014	Monthly principal and interest.
CityPoint	20,000		20,000		7.25%	11/1/2014	Interest only quarterly.
Crescent Plaza	17,287		17,539		4.98%	9/6/2015	Monthly principal and interest.
Pacesetter Park Shopping Center	11,941		12,132		5.12%	11/6/2015	Monthly principal and interest.
Elmwood Park Shopping Center	33,738		34,197		5.53%	1/1/2016	Monthly principal and interest.
The Gateway Shopping Center	20,308		20,500		5.44%	3/1/2016	Monthly principal and interest.
Walnut Hill Plaza	23,458		23,500		6.06%	10/1/2016	Monthly principal and interest.
239 Greenwich Avenue	26,000		26,000		5.42%	2/11/2017	Interest only monthly.
Merrillville Plaza	26,250		26,250		5.88%	8/1/2017	Interest only monthly until 7/2012; monthly principal and interest thereafter.
216th Street	25,500		25,500		5.80%	10/1/2017	Interest only monthly.
Atlantic Avenue	11,540		11,540		7.34%	1/1/2020	Interest only upon drawdown on construction loan until 1/2015; monthly principal and interest thereafter.
A&P Shopping Plaza	7,874		8,033		6.40%	11/1/2032	Monthly principal and interest.
Interest rate swaps (1)	57,027		71,535		5.41%
Total fixed-rate debt	299,296		366,308
Unamortized premium	33		68
Total	$	787,910	$	806,212


(1)	Represents the amount of the Company’s variable-rate debt that has been fixed through certain cash flow hedge transactions. (Note 10).


(2)	The Fund III revolving subscription line of credit is secured by unfunded investor capital commitments.

The scheduled principal repayments of all indebtedness including Convertible Notes (Note 9) as of December 31, 2011 are as follows (does not include $33,000 net valuation premium on assumption of debt):




(dollars in thousands)
2012	$	298,335
2013	128,059
2014	104,667
2015	79,710
2016	74,722
Thereafter	103,314
	$	788,807