Real Estate | Real Estate The Company’s consolidated real estate is comprised of the following (in thousands): September 30, 2017 December 31, 2016 Land $ 659,547 $ 693,252 Buildings and improvements 2,344,370 1,916,288 Tenant improvements 140,027 132,220 Construction in progress 22,052 19,789 Properties under capital lease 76,965 76,965 Total 3,242,961 2,838,514 Less: Accumulated depreciation (337,961 ) (287,066 ) Operating real estate, net 2,905,000 2,551,448 Real estate under development, at cost 237,434 543,486 Net investments in real estate $ 3,142,434 $ 3,094,934 Acquisitions During the nine months ended September 30, 2017 and the year ended December 31, 2016 , the Company acquired the following consolidated retail properties (dollars in thousands): Property and Location Percent Acquired Date of Acquisition Purchase Price Debt Assumed 2017 Acquisitions Fund IV: Lincoln Place - Fairview Heights, IL 100% Mar 13, 2017 $ 35,350 $ — Shaw's Plaza - Windham, ME ( Note 3 ) 100% Jun 30, 2017 9,142 — Subtotal Fund IV 44,492 — Fund V: Plaza Santa Fe - Santa Fe, NM 100% Jun 5, 2017 35,220 — Hickory Ridge - Hickory, NC 100% Jul 27, 2017 44,020 — New Towne Plaza - Canton, MI 100% Aug 4, 2017 26,000 — Subtotal Fund V 105,240 — Total 2017 Acquisitions $ 149,732 $ — 2016 Acquisitions Core Portfolio: 991 Madison Avenue - New York, NY (a) 100% Mar 26, 2016 $ 76,628 $ — 165 Newbury Street - Boston, MA 100% May 13, 2016 6,250 — Concord & Milwaukee - Chicago, IL 100% Jul 28, 2016 6,000 2,902 151 North State Street - Chicago, IL 100% Aug 10, 2016 30,500 14,556 State & Washington - Chicago, IL 100% Aug 22, 2016 70,250 25,650 North & Kingsbury - Chicago, IL 100% Aug 29, 2016 34,000 13,409 Sullivan Center - Chicago, IL 100% Aug 31, 2016 146,939 — California & Armitage - Chicago, IL 100% Sep 12, 2016 9,250 2,692 555 9th Street - San Francisco, CA 100% Nov 2, 2016 139,775 60,000 Subtotal Core Portfolio 519,592 119,209 Fund IV: Restaurants at Fort Point - Boston, MA 100% Jan 14, 2016 11,500 — 1964 Union Street - San Francisco, CA (a) 90% Jan 28, 2016 2,250 1,463 Wake Forest Crossing - Wake Forest, NC 100% Sep 27, 2016 36,600 — Airport Mall - Bangor, ME 100% Oct 28, 2016 10,250 — Colonie Plaza - Albany, NY 100% Oct 28, 2016 15,000 — Dauphin Plaza - Harrisburg, PA 100% Oct 28, 2016 16,000 — JFK Plaza - Waterville, ME 100% Oct 28, 2016 6,500 — Mayfair Shopping Center - Philadelphia, PA 100% Oct 28, 2016 16,600 — Shaw's Plaza - Waterville, ME 100% Oct 28, 2016 13,800 — Wells Plaza - Wells, ME 100% Oct 28, 2016 5,250 — 717 N Michigan - Chicago, IL 100% Dec 1, 2016 103,500 — Subtotal Fund IV 237,250 1,463 Total 2016 Acquisitions $ 756,842 $ 120,672 __________ (a) These acquisitions were accounted for as asset acquisitions as the underlying properties did not meet the definition of a business. All of the above acquisitions were deemed to be business combinations except 991 Madison Avenue and 1964 Union Street. The Company expensed $ 0.9 million of acquisition costs for the nine months ended September 30, 2017 , of which $0.3 million related to the Core Portfolio and $ 0.6 million related to the Funds and $5.5 million of acquisition costs for the nine months ended September 30, 2016 , of which $5.1 million related to the Core Portfolio and $0.4 million related to the Funds. Purchase Price Allocations The purchase prices for the business combinations were allocated to the acquired assets and assumed liabilities based on their estimated fair values at the dates of acquisition. The following table summarizes the allocation of the purchase price of properties acquired during the nine months ended September 30, 2017 and the year ended December 31, 2016 (in thousands): Nine Months Ended Year Ended December 31, 2016 Net Assets Acquired: Land $ 21,917 $ 225,729 Buildings and improvements 104,729 458,525 Other assets — 3,481 Acquisition-related intangible assets (in Acquired lease intangibles, net) 31,378 63,606 Acquisition-related intangible liabilities (in Acquired lease intangibles, net) (8,292 ) (72,985 ) Above and below market debt assumed (included in Mortgages and other notes payable, net) — (119,601 ) Net assets acquired $ 149,732 $ 558,755 Consideration: Cash $ 138,429 $ 439,546 Conversion of note receivable 9,142 — Debt assumed — 119,209 Liabilities assumed 2,161 — Total Consideration $ 149,732 $ 558,755 Dispositions During the nine months ended September 30, 2017 and year ended December 31, 2016 , the Company disposed of the following consolidated properties (in thousands): Property and Location Owner Date Sold Sale Price Gain on Sale 2017 Dispositions: New Hyde Park Shopping Center - New Hyde Park, NY Fund III Jul 6, 2017 $ 22,075 $ 6,433 216th Street - New York, NY Fund II Sep 11, 2017 30,579 6,539 Total 2017 Dispositions $ 52,654 $ 12,972 2016 Dispositions: Cortlandt Town Center (65%) - Mohegan Lake, NY ( Note 4 ) Fund III Jan 28, 2016 $ 107,250 $ 65,393 Heritage Shops - Chicago, IL Fund III Apr 26, 2016 46,500 16,572 Total 2016 Dispositions $ 153,750 $ 81,965 The aggregate rental revenue, expenses and pre-tax income reported within continuing operations for the aforementioned consolidated properties that were sold during the nine months ended September 30, 2017 and year ended December 31, 2016 were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Rental revenues $ 503 $ 1,122 $ 2,136 $ 7,378 Expenses (523 ) (1,095 ) (2,343 ) (4,745 ) Loss on extinguishment of debt (10 ) — (10 ) (15 ) Income from continuing operations of (30 ) 27 (217 ) 2,618 Gain on disposition of properties, net of tax 12,972 — 12,972 81,965 Net income attributable to noncontrolling interests (9,166 ) (18 ) (9,034 ) (70,410 ) Net income attributable to Acadia $ 3,776 $ 9 $ 3,721 $ 14,173 Properties Held For Sale At December 31, 2016 , the Company had one property in Fund II classified as held-for-sale with total assets of $21.5 million and subject to a mortgage of $25.5 million . At September 30, 2017 , the Company had one property in Fund II classified as held-for-sale, City Point Condominium Tower I, with total assets of $95.9 million and subject to mortgages aggregating $81.0 million , which will be repaid at closing. Upon classification as held for sale, the Company recognized an impairment charge of approximately $3.8 million ( Note 8 ) relating to expected transaction costs associated with the sale. Additionally, the Company recognized a charge to income attributable to Acadia of approximately $1.1 million to adjust the non-controlling interest holder’s ownership in this property to its estimated redemption amount as a result of the sale at September 30, 2017 . This property had a net loss of $4.3 million excluding losses attributable to noncontrolling interests of $3.9 million for the three and nine months ended September 30, 2017 . On October 13, 2017, this property was sold and the associated mortgage was repaid ( Note 15 ). Pro Forma Financial Information The following unaudited pro forma consolidated operating data is presented for the three and nine months ended September 30, 2017 , as if the acquisitions of the properties acquired during that period were completed on January 1, 2016 and as if the acquisition of the properties acquired during the nine months ended September 30, 2016 were completed on January 1, 2015. The related acquisition expenses of $0.9 million and $5.5 million reported during the nine months ended September 30, 2017 and 2016, respectively have been reflected as pro forma charges at January 1, 2016 and January 1, 2015, respectively. The unaudited supplemental pro forma operating data is not necessarily indicative of what the actual results of operations of the Company would have been, assuming the transactions had been completed as set forth above, nor do they purport to represent the Company’s results of operations for future periods. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Pro forma revenues $ 63,253 $ 51,871 $ 191,673 $ 164,410 Pro forma income from continuing operations 368 1,092 26,439 19,504 Pro forma net income attributable to Acadia 12,912 6,839 40,608 54,201 Pro forma basic and diluted earnings per share 0.15 0.08 0.48 0.66 Real Estate Under Development and Construction in Progress Real estate under development represents the Company’s consolidated properties that have not yet been placed into service while undergoing substantial development or construction. Depreciation and amortization expense for the nine months ended September 30, 2017 includes $2.0 million of accelerated depreciation related to a building under development that was demolished. Development activity comprised the following during the periods presented (dollars in thousands): December 31, 2016 Nine Months Ended September 30, 2017 September 30, 2017 Number of Properties Carrying Value Transfers In Capitalized Costs Transfers Out Number of Properties Carrying Value Core 1 $ 2,530 $ 7,258 $ 3,852 $ 5,441 2 $ 8,199 Fund II 2 443,012 — 7,677 414,000 1 36,689 Fund III 3 51,421 — 13,838 8,146 2 57,113 Fund IV 8 46,523 79,624 13,883 4,597 8 135,433 Total 14 $ 543,486 $ 86,882 $ 39,250 $ 432,184 13 $ 237,434 During the nine months ended September 30, 2017 , the Company placed substantially all of the City Point project into service. Construction in progress pertains to construction activity at the Company’s operating properties which are in service and continue to operate during the construction period. |