ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS

Acquisitions

2013 Core Portfolio Acquisitions

During March 2013, the Company acquired 664 North Michigan Avenue, an 18,141 square foot retail building underlying a multi-story office and residential condominium in Chicago, Illinois for $86.6 million.

During June 2013, the Company acquired 8-12 East Walton Street, an 8,244 square foot retail property in Chicago, Illinois for $22.5 million.

During July 2013, the Company acquired 3200-3204 M Street, a 7,000 square foot retail property in Washington D.C. for $11.8 million.

The Company expensed $1.6 million of acquisition costs for the nine months ended September 30, 2013 related to the Core Portfolio.

2013 Fund III Acquisitions

Fund III had previously acquired a $23.0 million note receivable at a discounted price of $18.5 million during April 2012. The note receivable, which was scheduled to mature in May 2012, was collateralized by a 79,526 square foot shopping center located in Brooklyn, New York ("Nostrand Place"). The Company commenced foreclosure proceedings, but ultimately agreed to a settlement with the unaffiliated borrower. Pursuant to the settlement, in February 2013, Fund III and the borrower formed a joint venture whereby Fund III contributed its interest in the note for a 99% controlling interest in the joint venture, and the borrower contributed the deed to Nostrand Place in exchange for a 1% interest in the joint venture. As a result, Fund III consolidates its investment in Nostrand Place.

2013 Fund IV Acquisitions

During June 2013, Fund IV acquired a 98% initial interest in 2819 Kennedy Boulevard in a joint venture with an unaffiliated partner, which acquired a 53,680 square foot retail property in North Bergen, New Jersey for $9.0 million.

During June 2013, Fund IV acquired a 99% initial interest in Promenade at Manassas in a joint venture with an unaffiliated partner, which acquired a 265,442 square foot shopping center in Manassas, Virginia for $38.0 million.

During August 2013, Fund IV acquired a 50% initial interest in Paramus Plaza, in a joint venture with an unaffiliated partner, which acquired a 152,118 square foot retail property in Paramus, New Jersey for $18.9 million.

The Company expensed $1.8 million of acquisition costs for the nine months ended September 30, 2013 related to Fund IV.

Purchase Price Allocations

The above acquisitions have been accounted for as business combinations. The purchase prices were allocated to the acquired assets and 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.

4. ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS (continued)

Acquisitions (continued)

The following table summarizes the Company's preliminary allocations of the purchase prices of assets acquired and liabilities assumed during 2013 which have yet to be finalized:



(dollars in thousands)	Preliminary Purchase Price Allocations
Land	$	47,242
Buildings and improvements	159,045
Total consideration	$	206,287

During 2012, the Company acquired properties and recorded the preliminary allocations of the purchase prices to the assets acquired based on provisional measurements of fair value. During 2013, the Company finalized the allocations of the purchase prices and made certain measurement period adjustments. The following table summarizes the preliminary allocations of the purchase prices of these properties as recorded as of December 31, 2012, and the finalized allocations as adjusted as of September 30, 2013:



(dollars in thousands)	Purchase Price Allocations as Originally Reported		Adjustments			Finalized Purchase Price Allocations
Land	$	38,028	$	2,819		$	40,847
Buildings and improvements	80,997		(1,971		)	79,026
Acquisition-related intangible assets (in Acquired lease intangibles, net)	—		11,069			11,069
Acquisition-related intangible liabilities (in Acquired lease intangibles, net)	—		(9,672		)	(9,672		)
Below market debt assumed (in Mortgage and other notes payable)	—		(2,245		)	(2,245		)
Total consideration	$	119,025	$	—		$	119,025

Dispositions

During May 2013, Fund II sold the storage facility located at its Pelham Manor property for $11.9 million. This sale resulted in a $4.2 million gain.

4. ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS (continued)

Discontinued Operations

The Company reports properties held for sale and properties sold during the periods presented as discontinued operations. The results of operations of discontinued operations are reflected as a separate component within the accompanying Consolidated Statements of Income for all periods presented. As of September 30, 2013, three of the properties within the Opportunity Funds and one property within the Core Portfolio were held for sale.

The combined assets and liabilities and the results of operations of the properties classified as discontinued operations, in each period presented, are summarized as follows:



(dollars in thousands)
BALANCE SHEET	September 30, 2013		December 31, 2012
ASSETS
Net real estate	$	187,954	$	197,669
Cash in escrow	3,450		3,088
Rents receivable, net	11,909		12,257
Deferred charges, net of amortization	8,435		9,046
Acquired lease intangibles, net	3,196		3,399
Prepaid expenses and other assets, net	1,559		1,205
Total assets of discontinued operations	$	216,503	$	226,664
LIABILITIES
Mortgage notes payable	$	121,426	$	133,213
Accounts payable and accrued expenses	3,088		4,997
Other liabilities	7,517		7,861
Total liabilities of discontinued operations	$	132,031	$	146,071



	Three Months Ended						Nine Months Ended
(dollars in thousands)	September 30,						September 30,
STATEMENTS OF INCOME	2013			2012			2013			2012
Total revenues	$	6,439		$	15,466		$	20,176		$	44,623
Total expenses	3,604			13,307			14,076			35,593
Operating income	2,835			2,159			6,100			9,030
Gain on sale of property	—			5,917			4,191			8,585
Income from discontinued operations	2,835			8,076			10,291			17,615
Income from discontinued operations attributable to noncontrolling interests	(2,208		)	(6,297		)	(8,459		)	(13,998		)
Income from discontinued operations attributable to Common Shareholders	$	627		$	1,779		$	1,832		$	3,617