Operating Property Activities

Acquisitions of Operating Real Estate -

During the

three

months ended

March

31,

2017,

the Company acquired the following operating properties, in separate transactions (in thousands):

			Purchase Price
Property Name	Location	Month Acquired	Cash		Debt Assumed		Other Consideration*		Total		GLA* *
Plantation Commons	Plantation, FL (1)	Jan-17	$	-	$	-	$	12,300	$	12,300		60
Gordon Plaza	Woodbridge, VA (1)	Jan-17		-		-		3,100		3,100		184
Plaza del Prado	Glenview, IL	Jan-17		39,063		-		-		39,063		142
Columbia Crossing Parcel	Columbia Crossing, MD	Jan-17		5,100		-		-		5,100		25
			$	44,163	$	-	$	15,400	$	59,563		411

* Includes the Company’s previously held equity interest investment.

** Gross leasable area ("GLA")

(1)

The Company acquired from certain of its partners, their ownership interest in properties that were held in joint ventures in which the Company had noncontrolling interests. The Company now has a controlling interest in these properties and has deemed these entities to be VIEs for which the Company is the primary beneficiary and now consolidates these assets. The Company evaluated these transactions pursuant to the FASB’s Consolidation guidance and as a result, recognized gains on change in control of interests resulting from the fair value adjustments associated with the Company’s previously held equity interests, which are included in the purchase price above in Other Consideration. The Company’s current ownership interests and gains on change in control of interests recognized as a result of these transactions are as follows (in thousands):

Property Name	Current Ownership Interest		Gain on change in control of interests
Plantation Commons		76.25%	$	9,793
Gordon Plaza		40.62%		395
			$	10,188

The Company adopted ASU

2017

effective

January

2017

and applied the guidance to its operating property acquisitions during the

three

months ended

March

31,

2017.

The purchase price for these acquisitions is allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for asset acquisitions.

The purchase price allocations for properties acquired during the

three

months ended

March

31,

2017,

are as follows (in thousands):

Land	$	14,516
Buildings		34,135
Above-market leases		1,418
Below-market leases		(1,345	)
In-place leases		2,724
Building improvements		7,064
Tenant improvements		961
Other assets		90
Net assets acquired	$	59,563

The allocation adjustments and revised allocations for properties accounted for as business combinations during the year ended

December

31,

2016

as of

March

31,

2017,

are as follows (in thousands):

	Allocation as of December 31, 2016			Allocation Adjustments			Revised Allocation as of March 31, 201 7
Land	$	179,150		$	(5,150	)	$	174,000
Buildings		309,493			(30,696	)		278,797
Above-market leases		11,982			885			12,867
Below-market leases		(31,903	)		(4,716	)		(36,619	)
In-place leases		44,094			(1,063	)		43,031
Building improvements		124,105			41,895			166,000
Tenant improvements		12,788			(1,155	)		11,633
Mortgage fair value adjustment		(4,292	)		-			(4,292	)
Other assets		234			-			234
Other liabilities		(27	)		-			(27	)
Net assets acquired	$	645,624		$	-		$	645,624

Dispositions

and Assets Held for Sale

–

During the

three

months ended

March

31,

2017,

the Company disposed of

four

consolidated operating properties and

two

out-parcels, in separate transactions, for an aggregate sales price of

$57.8

million. These transactions resulted in (i) an aggregate gain of

$1.7

million and (ii) aggregate impairment charges of

$1.2

million.

March

31,

2017,

the Company had

two

properties classified as held-for-sale at a carrying amount of

$2.6

million, net of accumulated depreciation of

$0.1

million, which are included in Other assets on the Company’s Condensed Consolidated Balance Sheets. The Company’s determination of the fair value of the properties was based upon executed contracts of sale with

third

parties. The book value of

one

of these properties exceeded its estimated fair value, less costs to sell, and as such an impairment charge of

$0.2

million was recognized.

Impairments

–

During the

three

months ended

March

31,

2017,

the Company recognized aggregate impairment charges of

$1.6

million. These impairment charges consist of (i)

$1.2

million related to the sale of certain operating properties, as discussed above, (ii)

$0.2

million related to adjustments to property carrying values for properties which the Company has marketed for sale as part of its active capital recycling program and as such has adjusted the anticipated hold periods for such properties and (iii)

$0.2

million related to

one

property classified as held-for-sale for which the book value exceeded its estimated fair value, as discussed above. The Company’s estimated fair values for these properties were based on

third

party offers through signed contracts. (See Footnote

for fair value disclosure).