Acquisition and Disposition of Properties, Discontinued Operations and Properties Held For Sale

A. Acquisition and Disposition of Properties

Acquisitions

During 2015, the Company acquired the following properties through its Core Portfolio and Funds as follows:

Core Portfolio



(dollars in millions)
Property	GLA	Percent Owned		Type	Month of Acquisition	Purchase Price		Debt Assumption		Location
City Center	205,000	100	%	Urban Retail Center	March	$	155.0	$	—	San Francisco, CA
163 Highland Avenue	40,500	100	%	Suburban Shopping Center	March	24.0		9.8		Needham, MA
Route 202 Shopping Center (1)	20,000	100	%	Suburban Shopping Center	April	5.6		—		Wilmington, DE
Roosevelt Galleria	40,300	100	%	Urban Retail Center	September	19.6		—		Chicago, IL
Total	305,800					$	204.2	$	9.8

Note:

(1) Purchase price represents the 77.78% interest acquired from an unaffiliated third party.

The Company expensed $1.3 million of acquisition costs for the year ended December 31, 2015 related to the Core Portfolio.

Fund II



(dollars in millions)
Property	GLA	Percent Owned		Type	Month of Acquisition	Purchase Price		Debt Assumption		Location
City Point - Tower I (1)	—	95	%	Urban Development	May	$	100.8	$	81.0	Brooklyn, NY
Total	—					$	100.8	$	81.0

Note:

(1) Fund II previously held a 52% interest in this unconsolidated affiliate. In connection with the disposition of Phase III of this project discussed below, Fund II acquired an additional 43% interest in Tower I of this development project, which is accounted for as an asset acquisition. In total, Fund II now owns 95% of this investment, which is a residential project anticipated to include 250 residential units.

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Acquisition and Disposition of Properties, Discontinued Operations and Properties Held For Sale, continued

Fund IV



(dollars in millions)
Property	GLA	Percent Owned		Type	Month of Acquisition	Purchase Price		Debt Assumption		Location
1035 Third Avenue (1)	53,294	100	%	Street Retail	January	$	51.0	$	—	New York, NY
801 Madison Avenue	6,375	100	%	Street Retail	April	33.0		—		New York, NY
650 Bald Hill Road	225,000	90	%	Suburban Shopping Center	October	9.2		—		Warwick, RI
2208-2216 Fillmore Street	7,375	90	%	Street Retail	October	8.6		—		San Francisco, CA
146 Geary Street	12,400	100	%	Street Retail	November	38.0		—		San Francisco, CA
2207 Fillmore Street	3,870	90	%	Street Retail	November	2.8		1.1		San Francisco, CA
1861 Union Street	4,275	90	%	Street Retail	December	3.5		—		San Francisco, CA
Total	312,589					$	146.1	$	1.1

Note:

(1) GLA includes a portion of office space and a below-grade operator controlled parking garage.

The Company expensed $3.5 million of acquisition costs for the year ended December 31, 2015 related to Fund IV.

Purchase Price Allocations

With the exception of the asset acquisitions, the above acquisitions have been accounted for as business combinations. The purchase prices were allocated to the acquired assets and assumed liabilities based on their estimated fair values at the dates of acquisition. The preliminary measurements of fair value reflected below are subject to change. The Company expects to finalize the valuations and complete the purchase price allocations within one year from the dates of acquisition.

The following table summarizes both the Company's preliminary allocations of the purchase prices of assets acquired and liabilities assumed during 2015:



(dollars in thousands)	Preliminary Purchase Price Allocation
Land	$	83,890
Buildings and improvements	258,926
Above and below market debt assumed (included in Mortgages and other notes payable, net)	(10,885		)
Total Consideration	$	331,931

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Acquisition and Disposition of Properties, Discontinued Operations and Properties Held For Sale, continued

During 2014, the Company acquired properties and recorded the preliminary allocation of the purchase price to the assets acquired based on provisional measurements of fair value. During 2015, the Company finalized the allocation of the purchase price and made certain measurement period adjustments. The following table summarizes the preliminary allocation of the purchase price of properties as recorded as of December 31, 2014, and the finalized allocation of the purchase price as adjusted as of December 31, 2015:



(dollars in thousands)	Preliminary Purchase Price Allocation			Adjustments			Finalized Purchase Price Allocation
Land	$	149,609		$	(12,489	)	$	137,120
Buildings and improvements	418,720			(5,705		)	413,015
Acquisition-related intangible assets (in Acquired lease intangibles, net)	—			41,812			41,812
Acquisition-related intangible liabilities (in Acquired lease intangibles, net)	(6,434		)	(22,630		)	(29,064		)
Above and below market debt assumed (included in Mortgages and other notes payable)	(2,100		)	(988		)	(3,088		)
Total Consideration	$	559,795		$	—		$	559,795

Dispositions

During 2015, the Company disposed of the following properties:



(dollars in thousands)
Dispositions	GLA	Sale Price		Gain on Sale		Month Sold	Owner
Lincoln Park Centre	61,761	$	64,000	$	27,143	January	Fund III
White City Shopping Center (1)	249,549	96,750		17,105		April	Fund III
City Point - Air Rights (2)	—	115,600		49,884		May	Fund II
Liberty Avenue	26,117	24,000		11,957		May	Fund II
Parkway Crossing (1)	260,241	27,275		6,938		July	Fund III
Kroger-Safeway (3)	97,500	278		79		August	Fund I
Total	695,168	$	327,903	$	113,106

Notes:

(1) Fund III's White City Shopping Center and Parkway Crossing were unconsolidated and as such, the Company's share of gains related to these sales is included in gain on disposition of properties of unconsolidated affiliates in the 2015 Consolidated Statement of Income.

(2) Represents the disposition of air rights at Phase III of Fund II's City Point project.

(3) During August 2015, Fund I terminated its ground lease interest at two of the three remaining properties in the portfolio and sold its ground lease interest in the third location.

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Acquisition and Disposition of Properties, Discontinued Operations and Properties Held For Sale, continued

B. Discontinued Operations

The Company previously reported properties sold as discontinued operations. The results of operations of discontinued operations are reflected as a separate component within the accompanying consolidated Consolidated Statements of Income for the years ended December 31, 2014 and 2013. There were no assets or liabilities classified as discontinued operations as of December 31, 2015.

The combined results of operations of the properties classified as discontinued operations for the years ended December 31, 2014 and 2013, are summarized as follows:



(dollars in thousands)	Years ended December 31,
STATEMENTS OF INCOME	2014			2013
Total revenues	$	—		$	20,920
Total expenses	—			14,102
Operating income	—			6,818
Impairment of assets	—			(6,683		)
Loss on debt extinguishment	—			(800		)
Gain on disposition of properties	1,222			18,802
Income from discontinued operations	1,222			18,137
Income from discontinued operations attributable to noncontrolling interests	(1,023		)	(12,048		)
Income from discontinued operations attributable to Common Shareholders	$	199		$	6,089

C. Properties Held For Sale

At December 31, 2015, the Company had no properties classified as held for sale.