3.	ACQUISITIONS

In the six-month period ended June 30, 2014, the Company acquired the following shopping centers (dollars in millions):

Location	Date Acquired		Gross Purchase Price		Face Value of Mortgage Debt Assumed
Colorado Springs, Colorado		April 2014	$	29.4	$	12.9
Roseville, California		May 2014		89.5		—
Cincinnati, Ohio		May 2014		29.5		—
Chicago, Illinois		June 2014		98.0		35.5
			$	246.4	$	48.4

The Company accounted for the acquisitions utilizing the purchase method of accounting. The fair value of acquisitions was allocated as follows (in thousands):

				Weighted Average Amortization Period (in Years)
Land	$	52,313		N/A
Buildings		110,062		^(B)
Tenant improvements		2,898		^(B)
Construction in progress		76,213		N/A
In-place leases (including lease origination costs and fair market value of leases)^(A)		16,192		7.6
Tenant relations		8,300		9.9
Other assets		362		N/A
		266,340
Less: Mortgage debt assumed at fair value		(50,752	)	N/A
Less: Below-market leases		(17,591	)	19.2
Net assets acquired	$	197,997

(A)	Includes above-market value of leases of $1.8 million.

(B)	Depreciated in accordance with the Company’s policy.

Consideration:
Cash	$	159,191
Repayment of mezzanine loan		20,550
Issuance of OP Units		18,256
Total consideration	$	197,997

The costs related to the acquisition of these assets were expensed as incurred and included in other income (expense), net.

The following unaudited supplemental pro forma operating data is presented for the three- and six-month periods ended June 30, 2014 and 2013, as if the acquisition of the interests in the properties acquired in 2014 and 2013 was completed on January 1, 2013 (in thousands, except per share amounts). Included in the Company’s condensed consolidated statements of operations are $1.9 million and $4.2 million in total revenues from the date of acquisition through June 30, 2014 and 2013, 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-Month Periods Ended June 30,					Six-Month Periods Ended June 30,
	2014		2013			2014		2013
Pro forma revenues	$	255,119	$	251,230		$	511,311	$	497,072
Pro forma income (loss) from continuing operations	$	68,699	$	(23,108	)	$	40,690	$	(32,757	)
Pro forma income (loss) from discontinued operations	$	6,643	$	(21,596	)	$	17,280	$	(26,526	)
Pro forma net income (loss) attributable to DDR common shareholders	$	67,734	$	(59,145	)	$	44,403	$	(81,002	)
Per share data:
Basic earnings per share data:
Income (loss) from continuing operations attributable to DDR common shareholders	$	0.17	$	(0.11	)	$	0.07	$	(0.16	)
Income (loss) from discontinued operations attributable to DDR common shareholders		0.02		(0.06	)		0.05		(0.07	)
Net income (loss) attributable to DDR common shareholders	$	0.19	$	(0.17	)	$	0.12	$	(0.23	)
Diluted earnings per share data:
Income (loss) from continuing operations attributable to DDR common shareholders	$	0.17	$	(0.11	)	$	0.07	$	(0.16	)
Income (loss) from discontinued operations attributable to DDR common shareholders		0.02		(0.06	)		0.05		(0.07	)
Net income (loss) attributable to DDR common shareholders	$	0.19	$	(0.17	)	$	0.12	$	(0.23	)