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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2026
or
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 001-12002
ACADIA REALTY TRUST
(Exact name of registrant as specified in its charter)
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Maryland (State or other jurisdiction of incorporation or organization) |
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23-2715194 (I.R.S. Employer Identification No.) |
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411 THEODORE FREMD AVENUE, SUITE 300, RYE, NY (Address of principal executive offices) |
10580 (Zip Code) |
(914) 288-8100
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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Trading symbol |
Name of exchange on which registered |
Common shares of beneficial interest, par value $0.001 per share |
AKR |
The New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large Accelerated Filer |
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Accelerated Filer |
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Emerging Growth Company |
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Non-accelerated Filer |
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Smaller Reporting Company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ☐ No ☒
As of July 24, 2026, there were 137,332,722 common shares of beneficial interest, par value $0.001 per share (“Common Shares”), outstanding.
ACADIA REALTY TRUST AND SUBSIDIARIES
FORM 10-Q
INDEX
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this Quarterly Report on Form 10-Q (this “Report”) of Acadia Realty Trust, a Maryland real estate investment trust (the “Company”), may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we are including this statement for the purposes of complying with those safe harbor provisions, in each case, to the extent applicable. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by the use of words such as “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project,” or the negative thereof, or other variations thereon or comparable terminology. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause our actual results and financial performance to be materially different from future results and financial performance expressed or implied by such forward-looking statements, including, but not limited to: (i) macroeconomic conditions, including due to geopolitical instability, contemplated tariff increases and other trade restrictions, which may lead to a disruption of or lack of access to the capital markets, disruptions and instability in the banking and financial services industries and elevated inflation; (ii) our success in implementing our business strategy and our ability to identify, underwrite, finance, consummate and integrate diversifying acquisitions and investments; (iii) changes in general economic conditions or economic conditions in the markets in which we may, from time to time, compete, and their effect on our revenues, earnings and funding sources and those of our tenants; (iv) increases in our borrowing costs as a result of elevated inflation, changes in interest rates and other factors; (v) our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due; (vi) our investments in joint ventures and unconsolidated entities, including our lack of sole decision-making authority and our reliance on our joint venture partners’ financial condition; (vii) our ability to obtain the financial results expected from our development and redevelopment projects; (viii) our tenants’ ability and willingness to renew their leases with us upon expiration, our ability to re-lease our properties on the same or better terms in the event of nonrenewal or in the event we exercise our right to replace an existing tenant, and obligations we may incur in connection with the replacement of an existing tenant; (ix) our potential liability for environmental matters; (x) damage to our properties from catastrophic weather and other natural events, and the physical effects of climate change; (xi) the economic, political and social impact of, and uncertainty surrounding, any future public health crisis, which may adversely affect us and our tenants’ business, financial condition, results of operations and liquidity; (xii) uninsured losses; (xiii) our ability and willingness to maintain our qualification as a real estate investment trust (“REIT”) in light of economic, market, legal, tax and other considerations; (xiv) information technology (“IT”) security breaches, including increased cybersecurity risks relating to the use of remote technology and artificial intelligence (“AI”); (xv) risks associated with our use of AI tools, which could result in reputational harm, and legal or regulatory liability; (xvi) the loss of key executives; and (xvii) the accuracy of our methodologies and estimates regarding corporate responsibility metrics, goals and targets, tenant willingness and ability to collaborate towards reporting such metrics and meeting such goals and targets, and the impact of governmental regulation on our corporate responsibility efforts.
The factors described above are not exhaustive and additional factors could adversely affect the Company’s future results and financial performance, including the risk factors discussed under the section captioned “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and other periodic or current reports the Company files with the Securities and Exchange Commission (the “SEC”), including those set forth under the headings “Item 1A. Risk Factors” and “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Report. These risks and uncertainties should be considered in evaluating any forward-looking statements contained or incorporated by reference herein. Any forward-looking statements speak only as of the date hereof. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any changes in the Company’s expectations with regard thereto or changes in the events, conditions or circumstances on which such forward-looking statements are based.
SPECIAL NOTE REGARDING CERTAIN REFERENCES
All references to “Notes” throughout the document refer to the Notes to the Condensed Consolidated Financial Statements of the registrant referenced in Part I, Item 1. Financial Statements.
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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June 30, |
|
|
December 31, |
|
(in thousands, except share and per share data) |
|
2026 |
|
|
2025 |
|
ASSETS |
|
(Unaudited) |
|
|
|
|
Investments in real estate |
|
|
|
|
|
|
Operating real estate, net |
|
$ |
3,677,439 |
|
|
$ |
3,983,754 |
|
Real estate under development |
|
|
194,222 |
|
|
|
167,051 |
|
Net investments in real estate |
|
|
3,871,661 |
|
|
|
4,150,805 |
|
Notes receivable, net ($2,180 and $1,638 of allowance for credit losses as of June 30, 2026 and December 31, 2025, respectively)(a) |
|
|
154,501 |
|
|
|
154,892 |
|
Investments in and advances to unconsolidated affiliates |
|
|
263,598 |
|
|
|
161,955 |
|
Other assets, net |
|
|
194,661 |
|
|
|
223,980 |
|
Right-of-use assets - operating leases, net |
|
|
21,589 |
|
|
|
23,594 |
|
Cash and cash equivalents |
|
|
32,960 |
|
|
|
38,818 |
|
Restricted cash |
|
|
16,272 |
|
|
|
18,081 |
|
Rents receivable, net |
|
|
55,430 |
|
|
|
65,027 |
|
Assets of property held for sale |
|
|
6,835 |
|
|
|
— |
|
Total assets (b) |
|
$ |
4,617,507 |
|
|
$ |
4,837,152 |
|
|
|
|
|
|
|
|
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY |
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
Mortgage and other notes payable, net |
|
$ |
480,045 |
|
|
$ |
893,944 |
|
Unsecured notes payable, net |
|
|
1,113,650 |
|
|
|
879,462 |
|
Unsecured line of credit |
|
|
43,323 |
|
|
|
89,500 |
|
Accounts payable and other liabilities |
|
|
229,641 |
|
|
|
273,479 |
|
Lease liabilities - operating leases |
|
|
23,852 |
|
|
|
25,972 |
|
Dividends and distributions payable |
|
|
29,185 |
|
|
|
28,526 |
|
Distributions in excess of income from, and investments in, unconsolidated affiliates |
|
|
16,914 |
|
|
|
16,838 |
|
Total liabilities (b) |
|
|
1,936,610 |
|
|
|
2,207,721 |
|
Commitments and contingencies (Note 9) |
|
|
|
|
|
|
Redeemable noncontrolling interests (Note 10) |
|
|
4,499 |
|
|
|
9,113 |
|
Equity: |
|
|
|
|
|
|
Acadia Shareholders' Equity |
|
|
|
|
|
|
Common shares, $0.001 par value per share, authorized 200,000,000 shares, issued and outstanding 137,329,896 and 131,036,560 shares as of June 30, 2026 and December 31, 2025, respectively |
|
|
137 |
|
|
|
131 |
|
Additional paid-in capital |
|
|
2,829,749 |
|
|
|
2,710,651 |
|
Accumulated other comprehensive income |
|
|
25,838 |
|
|
|
15,585 |
|
Distributions in excess of accumulated earnings |
|
|
(519,027 |
) |
|
|
(500,720 |
) |
Total Acadia shareholders’ equity |
|
|
2,336,697 |
|
|
|
2,225,647 |
|
Noncontrolling interests |
|
|
339,701 |
|
|
|
394,671 |
|
Total equity |
|
|
2,676,398 |
|
|
|
2,620,318 |
|
Total liabilities, redeemable noncontrolling interests, and equity |
|
$ |
4,617,507 |
|
|
$ |
4,837,152 |
|
(a)Includes Notes receivable, net from related parties of $14.4 million and $14.3 million as of June 30, 2026 and December 31, 2025, respectively (Note 3). (b)Includes consolidated assets and liabilities of Acadia Realty Limited Partnership (the “Operating Partnership”), including those of its consolidated variable interest entities (“VIEs”) (Note 15), consisting of: $1,002.0 million and $1,768.6 million of Operating real estate, net; $37.1 million and $53.3 million of Investments in and advances to unconsolidated affiliates; $41.0 million and $78.3 million of Other assets, net; $1.3 million and $1.5 million of Right-of-use assets - operating leases, net; $27.2 million and $30.4 million of Cash and cash equivalents; $7.0 million and $6.5 million of Restricted cash; $11.9 million and $29.3 million of Rents receivable, net; $6.8 million and $- million of Assets of property held for sale, $381.0 million and $793.8 million of Mortgage and other notes payable, net; $52.3 million and $61.3 million of Unsecured notes payable, net; $79.7 million and $125.6 million of Accounts payable and other liabilities; $1.4 million and $1.6 million of Lease liabilities- operating leases, net, as of June 30, 2026 and December 31, 2025, respectively. The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
(in thousands, except per share amounts) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
Rental |
|
$ |
91,188 |
|
|
$ |
98,297 |
|
|
$ |
189,756 |
|
|
$ |
200,937 |
|
Other |
|
|
4,235 |
|
|
|
2,295 |
|
|
|
8,659 |
|
|
|
4,049 |
|
Total revenues |
|
|
95,423 |
|
|
|
100,592 |
|
|
|
198,415 |
|
|
|
204,986 |
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
35,162 |
|
|
|
39,269 |
|
|
|
75,317 |
|
|
|
78,709 |
|
General and administrative |
|
|
11,782 |
|
|
|
11,532 |
|
|
|
27,085 |
|
|
|
23,129 |
|
Real estate taxes |
|
|
12,735 |
|
|
|
13,317 |
|
|
|
25,657 |
|
|
|
26,620 |
|
Property operating |
|
|
17,039 |
|
|
|
17,524 |
|
|
|
35,288 |
|
|
|
35,804 |
|
Impairment charges |
|
|
— |
|
|
|
18,190 |
|
|
|
— |
|
|
|
24,640 |
|
Total expenses |
|
|
76,718 |
|
|
|
99,832 |
|
|
|
163,347 |
|
|
|
188,902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on disposition of properties |
|
|
3,969 |
|
|
|
— |
|
|
|
146,117 |
|
|
|
— |
|
Operating income |
|
|
22,674 |
|
|
|
760 |
|
|
|
181,185 |
|
|
|
16,084 |
|
Equity in earnings (losses) of unconsolidated affiliates |
|
|
13,929 |
|
|
|
(4,191 |
) |
|
|
12,421 |
|
|
|
(5,904 |
) |
Interest income (a) |
|
|
6,557 |
|
|
|
6,358 |
|
|
|
11,345 |
|
|
|
12,454 |
|
Realized and unrealized holding (losses) gains on investments and other |
|
|
(33 |
) |
|
|
(54 |
) |
|
|
(649 |
) |
|
|
1,567 |
|
Interest expense |
|
|
(20,143 |
) |
|
|
(23,604 |
) |
|
|
(42,195 |
) |
|
|
(46,851 |
) |
Loss on change in control |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,622 |
) |
Income (loss) from continuing operations before income taxes |
|
|
22,984 |
|
|
|
(20,731 |
) |
|
|
162,107 |
|
|
|
(32,272 |
) |
Income tax provision |
|
|
(154 |
) |
|
|
(211 |
) |
|
|
(166 |
) |
|
|
(327 |
) |
Net income (loss) |
|
|
22,830 |
|
|
|
(20,942 |
) |
|
|
161,941 |
|
|
|
(32,599 |
) |
Net loss attributable to redeemable noncontrolling interests |
|
|
981 |
|
|
|
1,724 |
|
|
|
1,679 |
|
|
|
3,393 |
|
Net (income) loss attributable to noncontrolling interests |
|
|
(12,773 |
) |
|
|
21,181 |
|
|
|
(122,105 |
) |
|
|
32,777 |
|
Net income attributable to Acadia shareholders |
|
$ |
11,038 |
|
|
$ |
1,963 |
|
|
$ |
41,515 |
|
|
$ |
3,571 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income per share |
|
$ |
0.05 |
|
|
$ |
0.01 |
|
|
$ |
0.27 |
|
|
$ |
0.02 |
|
Diluted income per share |
|
$ |
0.05 |
|
|
$ |
0.01 |
|
|
$ |
0.27 |
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares for basic income per share |
|
|
133,627 |
|
|
|
130,981 |
|
|
|
132,444 |
|
|
|
126,182 |
|
Weighted average shares for diluted income per share |
|
|
133,825 |
|
|
|
130,981 |
|
|
|
132,642 |
|
|
|
126,182 |
|
(a)Includes interest income on Notes receivable, net from related parties, advances to unconsolidated affiliates, and loans to redeemable noncontrolling interest holders of $3.2 million and $3.4 million for the three months ended June 30, 2026 and 2025, respectively, and $6.0 million and $6.9 million for the six months ended June 30, 2026 and 2025, respectively (Note 3, Note 10).
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
22,830 |
|
|
$ |
(20,942 |
) |
|
$ |
161,941 |
|
|
$ |
(32,599 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gain (loss) on valuation of swap agreements |
|
|
8,331 |
|
|
|
(4,715 |
) |
|
|
16,216 |
|
|
|
(15,000 |
) |
Reclassification of realized interest on swap agreements |
|
|
(1,772 |
) |
|
|
(3,542 |
) |
|
|
(3,565 |
) |
|
|
(7,463 |
) |
Other comprehensive income (loss) |
|
|
6,559 |
|
|
|
(8,257 |
) |
|
|
12,651 |
|
|
|
(22,463 |
) |
Comprehensive income (loss) |
|
|
29,389 |
|
|
|
(29,199 |
) |
|
|
174,592 |
|
|
|
(55,062 |
) |
Comprehensive loss attributable to redeemable noncontrolling interests |
|
|
981 |
|
|
|
1,724 |
|
|
|
1,679 |
|
|
|
3,393 |
|
Comprehensive (income) loss attributable to noncontrolling interests |
|
|
(13,551 |
) |
|
|
22,356 |
|
|
|
(124,503 |
) |
|
|
36,572 |
|
Comprehensive income (loss) attributable to Acadia shareholders |
|
$ |
16,819 |
|
|
$ |
(5,119 |
) |
|
$ |
51,768 |
|
|
$ |
(15,097 |
) |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)
Three Months Ended June 30, 2026 and 2025
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acadia Shareholders |
|
|
|
|
|
|
|
|
|
|
(in thousands, except per share amounts) |
|
Common Shares |
|
|
Share Amount |
|
|
Additional Paid-in Capital |
|
|
Accumulated Other Comprehensive Income (Loss) |
|
|
Distributions in Excess of Accumulated Earnings |
|
|
Total Common Shareholders’ Equity |
|
|
Noncontrolling Interests |
|
|
Total Equity |
|
|
Redeemable Noncontrolling Interests |
|
Balance as of April 1, 2026 |
|
|
133,514 |
|
|
$ |
134 |
|
|
$ |
2,755,574 |
|
|
$ |
20,057 |
|
|
$ |
(498,735 |
) |
|
$ |
2,277,030 |
|
|
$ |
358,497 |
|
|
$ |
2,635,527 |
|
|
$ |
8,457 |
|
Issuance of Common Shares, net |
|
|
3,764 |
|
|
|
3 |
|
|
|
71,472 |
|
|
|
— |
|
|
|
— |
|
|
|
71,475 |
|
|
|
— |
|
|
|
71,475 |
|
|
|
— |
|
Conversion of OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
26 |
|
|
|
— |
|
|
|
451 |
|
|
|
— |
|
|
|
— |
|
|
|
451 |
|
|
|
(451 |
) |
|
|
— |
|
|
|
— |
|
Dividends/distributions declared ($0.20 per Common Share/OP Unit) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(27,462 |
) |
|
|
(27,462 |
) |
|
|
(1,621 |
) |
|
|
(29,083 |
) |
|
|
— |
|
Adjustment of redeemable non-controlling interest to estimated redemption value (Note 10) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(3,868 |
) |
|
|
(3,868 |
) |
|
|
— |
|
|
|
(3,868 |
) |
|
|
3,868 |
|
Acquisition of noncontrolling interest (Note 10) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
(8,627 |
) |
City Point Loan accrued interest (Note 10) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(2,373 |
) |
Employee and trustee stock compensation, net |
|
|
26 |
|
|
|
— |
|
|
|
289 |
|
|
|
— |
|
|
|
— |
|
|
|
289 |
|
|
|
3,064 |
|
|
|
3,353 |
|
|
|
— |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(33,108 |
) |
|
|
(33,108 |
) |
|
|
|
Noncontrolling interest contributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,732 |
|
|
|
1,732 |
|
|
|
4,155 |
|
Comprehensive income (loss) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
5,781 |
|
|
|
11,038 |
|
|
|
16,819 |
|
|
|
13,551 |
|
|
|
30,370 |
|
|
|
(981 |
) |
Reallocation of noncontrolling interests |
|
|
— |
|
|
|
— |
|
|
|
1,963 |
|
|
|
— |
|
|
|
— |
|
|
|
1,963 |
|
|
|
(1,963 |
) |
|
|
— |
|
|
|
— |
|
Balance as of June 30, 2026 |
|
|
137,330 |
|
|
$ |
137 |
|
|
$ |
2,829,749 |
|
|
$ |
25,838 |
|
|
$ |
(519,027 |
) |
|
$ |
2,336,697 |
|
|
$ |
339,701 |
|
|
$ |
2,676,398 |
|
|
$ |
4,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of April 1, 2025 |
|
|
130,956 |
|
|
$ |
131 |
|
|
$ |
2,704,731 |
|
|
$ |
27,064 |
|
|
$ |
(433,966 |
) |
|
$ |
2,297,960 |
|
|
$ |
464,786 |
|
|
$ |
2,762,746 |
|
|
$ |
25,897 |
|
Conversion of OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
23 |
|
|
|
— |
|
|
|
395 |
|
|
|
— |
|
|
|
— |
|
|
|
395 |
|
|
|
(395 |
) |
|
|
— |
|
|
|
— |
|
Dividends/distributions declared ($0.20 per Common Share/OP Unit) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(26,202 |
) |
|
|
(26,202 |
) |
|
|
(1,447 |
) |
|
|
(27,649 |
) |
|
|
— |
|
City Point Loan accrued interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(3,009 |
) |
Employee and trustee stock compensation, net |
|
|
32 |
|
|
|
— |
|
|
|
66 |
|
|
|
— |
|
|
|
— |
|
|
|
66 |
|
|
|
2,969 |
|
|
|
3,035 |
|
|
|
— |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4,875 |
) |
|
|
(4,875 |
) |
|
|
— |
|
Noncontrolling interest contributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
377 |
|
|
|
377 |
|
|
|
10 |
|
Comprehensive (loss) income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(7,082 |
) |
|
|
1,963 |
|
|
|
(5,119 |
) |
|
|
(22,356 |
) |
|
|
(27,475 |
) |
|
|
(1,724 |
) |
Reallocation of noncontrolling interests |
|
|
— |
|
|
|
— |
|
|
|
2,026 |
|
|
|
— |
|
|
|
— |
|
|
|
2,026 |
|
|
|
(2,026 |
) |
|
|
— |
|
|
|
— |
|
Balance as of June 30, 2025 |
|
|
131,011 |
|
|
$ |
131 |
|
|
$ |
2,707,218 |
|
|
$ |
19,982 |
|
|
$ |
(458,205 |
) |
|
$ |
2,269,126 |
|
|
$ |
437,033 |
|
|
$ |
2,706,159 |
|
|
$ |
21,174 |
|
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)
Six Months Ended June 30, 2026 and 2025
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acadia Shareholders |
|
|
|
|
|
|
|
|
|
|
(in thousands, except per share amounts) |
|
Common Shares |
|
|
Share Amount |
|
|
Additional Paid-in Capital |
|
|
Accumulated Other Comprehensive Income (Loss) |
|
|
Distributions in Excess of Accumulated Earnings |
|
|
Total Common Shareholders’ Equity |
|
|
Noncontrolling Interests |
|
|
Total Equity |
|
|
Redeemable Noncontrolling Interest |
|
Balance at January 1, 2026 |
|
|
131,037 |
|
|
$ |
131 |
|
|
$ |
2,710,651 |
|
|
$ |
15,585 |
|
|
$ |
(500,720 |
) |
|
$ |
2,225,647 |
|
|
$ |
394,671 |
|
|
$ |
2,620,318 |
|
|
$ |
9,113 |
|
Issuance of Common Shares, net |
|
|
6,210 |
|
|
|
6 |
|
|
|
127,308 |
|
|
|
— |
|
|
|
— |
|
|
|
127,314 |
|
|
|
— |
|
|
|
127,314 |
|
|
|
— |
|
Conversion of OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
44 |
|
|
|
|
|
|
751 |
|
|
|
— |
|
|
|
— |
|
|
|
751 |
|
|
|
(751 |
) |
|
|
— |
|
|
|
— |
|
Dividends/distributions declared ($0.40 per Common Share/OP Unit) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(54,161 |
) |
|
|
(54,161 |
) |
|
|
(3,242 |
) |
|
|
(57,403 |
) |
|
|
— |
|
Adjustment of redeemable non-controlling interest to estimated redemption value (Note 10) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(5,661 |
) |
|
|
(5,661 |
) |
|
|
— |
|
|
|
(5,661 |
) |
|
|
5,661 |
|
Acquisition of noncontrolling interest (Note 10) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(8,627 |
) |
City Point Loan accrued interest (Note 10) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4,119 |
) |
Employee and trustee stock compensation, net |
|
|
39 |
|
|
|
— |
|
|
|
405 |
|
|
|
— |
|
|
|
— |
|
|
|
405 |
|
|
|
9,359 |
|
|
|
9,764 |
|
|
|
— |
|
Noncontrolling interest distributions |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(195,943 |
) |
|
|
(195,943 |
) |
|
|
(5 |
) |
Noncontrolling interest contributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,738 |
|
|
|
1,738 |
|
|
|
4,155 |
|
Comprehensive (loss) income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
10,253 |
|
|
|
41,515 |
|
|
|
51,768 |
|
|
|
124,503 |
|
|
|
176,271 |
|
|
|
(1,679 |
) |
Reallocation of noncontrolling interests |
|
|
— |
|
|
|
— |
|
|
|
(9,366 |
) |
|
|
— |
|
|
|
— |
|
|
|
(9,366 |
) |
|
|
9,366 |
|
|
|
— |
|
|
|
— |
|
Balance at June 30, 2026 |
|
|
137,330 |
|
|
$ |
137 |
|
|
$ |
2,829,749 |
|
|
$ |
25,838 |
|
|
$ |
(519,027 |
) |
|
$ |
2,336,697 |
|
|
$ |
339,701 |
|
|
$ |
2,676,398 |
|
|
$ |
4,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2025 |
|
|
119,658 |
|
|
$ |
120 |
|
|
$ |
2,436,285 |
|
|
$ |
38,650 |
|
|
$ |
(409,383 |
) |
|
$ |
2,065,672 |
|
|
$ |
436,017 |
|
|
$ |
2,501,689 |
|
|
$ |
30,583 |
|
Issuance of Common Shares, net |
|
|
11,173 |
|
|
|
11 |
|
|
|
277,495 |
|
|
|
— |
|
|
|
— |
|
|
|
277,506 |
|
|
|
— |
|
|
|
277,506 |
|
|
|
— |
|
Conversion of OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
136 |
|
|
|
— |
|
|
|
2,113 |
|
|
|
— |
|
|
|
— |
|
|
|
2,113 |
|
|
|
(2,113 |
) |
|
|
— |
|
|
|
— |
|
Dividends/distributions declared ($0.40 per Common Share/OP Unit) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(52,393 |
) |
|
|
(52,393 |
) |
|
|
(2,891 |
) |
|
|
(55,284 |
) |
|
|
— |
|
Consolidation of previously unconsolidated investment |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
29,573 |
|
|
|
29,573 |
|
|
|
— |
|
City Point Loan accrued interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(6,026 |
) |
Employee and trustee stock compensation, net |
|
|
44 |
|
|
|
— |
|
|
|
204 |
|
|
|
— |
|
|
|
— |
|
|
|
204 |
|
|
|
5,446 |
|
|
|
5,650 |
|
|
|
— |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,674 |
) |
|
|
(9,674 |
) |
|
|
— |
|
Noncontrolling interest contributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,368 |
|
|
|
8,368 |
|
|
|
10 |
|
Comprehensive (loss) income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(18,668 |
) |
|
|
3,571 |
|
|
|
(15,097 |
) |
|
|
(36,572 |
) |
|
|
(51,669 |
) |
|
|
(3,393 |
) |
Reallocation of noncontrolling interests |
|
|
— |
|
|
|
— |
|
|
|
(8,879 |
) |
|
|
— |
|
|
|
— |
|
|
|
(8,879 |
) |
|
|
8,879 |
|
|
|
— |
|
|
|
— |
|
Balance at June 30, 2025 |
|
|
131,011 |
|
|
$ |
131 |
|
|
$ |
2,707,218 |
|
|
$ |
19,982 |
|
|
$ |
(458,205 |
) |
|
$ |
2,269,126 |
|
|
$ |
437,033 |
|
|
$ |
2,706,159 |
|
|
$ |
21,174 |
|
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
Net income (loss) |
|
$ |
161,941 |
|
|
$ |
(32,599 |
) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|
|
|
|
|
|
Depreciation and amortization |
|
|
75,317 |
|
|
|
78,709 |
|
Gain on disposition of properties and other investments |
|
|
(146,117 |
) |
|
|
— |
|
Impairment charges |
|
|
— |
|
|
|
24,640 |
|
Stock compensation expense |
|
|
9,712 |
|
|
|
5,650 |
|
Straight-line rents |
|
|
(2,552 |
) |
|
|
(951 |
) |
Equity in (gains) losses of unconsolidated affiliates |
|
|
(12,421 |
) |
|
|
5,904 |
|
Distributions of operating income from unconsolidated affiliates |
|
|
14,772 |
|
|
|
1,472 |
|
Amortization of financing costs |
|
|
4,262 |
|
|
|
4,137 |
|
Non-cash lease expense |
|
|
2,005 |
|
|
|
2,007 |
|
Net unrealized holding losses (gains) on investments |
|
|
— |
|
|
|
(1,543 |
) |
Loss on change in control |
|
|
— |
|
|
|
9,622 |
|
Other, net |
|
|
(5,490 |
) |
|
|
(5,250 |
) |
Changes in assets and liabilities: |
|
|
|
|
|
|
Accounts receivable |
|
|
6,131 |
|
|
|
(3,969 |
) |
Accounts payable and accrued expenses |
|
|
(4,920 |
) |
|
|
(2,938 |
) |
Prepaid expenses and other assets |
|
|
2,804 |
|
|
|
15,084 |
|
Other liabilities |
|
|
(13,714 |
) |
|
|
(7,252 |
) |
Lease liabilities - operating leases |
|
|
(2,120 |
) |
|
|
(2,023 |
) |
Net cash provided by operating activities |
|
|
89,610 |
|
|
|
90,700 |
|
CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
|
|
Acquisitions of properties |
|
|
(196,302 |
) |
|
|
(344,647 |
) |
Proceeds from the disposition of properties and other investments, net |
|
|
572,015 |
|
|
|
— |
|
Development, construction and property improvement costs |
|
|
(57,289 |
) |
|
|
(47,528 |
) |
Payment of deferred leasing costs |
|
|
(5,536 |
) |
|
|
(5,908 |
) |
Investments and advances in unconsolidated affiliates |
|
|
(68,334 |
) |
|
|
(5,229 |
) |
Return of capital from unconsolidated affiliates |
|
|
19,763 |
|
|
|
4,639 |
|
Issuance of note receivable |
|
|
(150 |
) |
|
|
(20,141 |
) |
Proceeds from repayment of note receivable |
|
|
— |
|
|
|
807 |
|
Refund of deposits for properties under purchase contract |
|
|
4,000 |
|
|
|
11,125 |
|
Proceeds from sale of marketable securities |
|
|
— |
|
|
|
5,406 |
|
Increase in cash upon change of control |
|
|
— |
|
|
|
6,777 |
|
Net cash provided by (used in) investing activities |
|
|
268,167 |
|
|
|
(394,699 |
) |
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
Proceeds from issuances of Common Shares and settlement of forward equity contracts |
|
|
127,314 |
|
|
|
277,519 |
|
Proceeds from unsecured notes payable and line of credit |
|
|
590,300 |
|
|
|
837,700 |
|
Proceeds received from mortgages payable |
|
|
41,557 |
|
|
|
3,321 |
|
Principal payments on unsecured debt and line of credit |
|
|
(395,477 |
) |
|
|
(623,200 |
) |
Principal payments on mortgages payable |
|
|
(457,423 |
) |
|
|
(107,399 |
) |
Prepayment penalty on early debt extinguishment |
|
|
(2,150 |
) |
|
|
— |
|
Payment of deferred financing and other costs |
|
|
(13,465 |
) |
|
|
(2,863 |
) |
Contributions from noncontrolling interests |
|
|
5,893 |
|
|
|
8,378 |
|
Distributions to noncontrolling interests |
|
|
(199,791 |
) |
|
|
(12,803 |
) |
Dividends paid to Common Shareholders |
|
|
(52,910 |
) |
|
|
(48,926 |
) |
Acquisition of noncontrolling interest |
|
|
(8,627 |
) |
|
|
— |
|
Payments of finance lease obligations |
|
|
(665 |
) |
|
|
378 |
|
Net cash (used in) provided by financing activities |
|
|
(365,444 |
) |
|
|
332,105 |
|
(Decrease) increase in cash and cash equivalents and restricted cash |
|
|
(7,667 |
) |
|
|
28,106 |
|
Cash and cash equivalents of $38,818 and $16,806 and restricted cash of $18,081 and $22,897, respectively, beginning of period |
|
|
56,899 |
|
|
|
39,703 |
|
Cash and cash equivalents of $32,960 and $42,780 and restricted cash of $16,272 and $25,029, respectively, end of period |
|
$ |
49,232 |
|
|
$ |
67,809 |
|
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Continued)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
Supplemental disclosure of cash flow information |
|
|
|
|
|
|
Cash paid during the period for interest, net of capitalized interest of $4,830 and $5,412 respectively (a) |
|
$ |
48,079 |
|
|
$ |
53,716 |
|
Cash paid for income taxes, net of refunds |
|
$ |
163 |
|
|
$ |
330 |
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash investing and financing activities |
|
|
|
|
|
|
Dividends/Distributions declared and payable |
|
$ |
29,084 |
|
|
$ |
27,649 |
|
Assumption of accounts payable and accrued expenses through acquisition of real estate |
|
$ |
2,138 |
|
|
$ |
— |
|
Conversion of Common and Preferred OP Units to Common Shares |
|
$ |
751 |
|
|
$ |
2,113 |
|
Accrued interest on note receivable recorded to redeemable noncontrolling interest |
|
$ |
4,131 |
|
|
$ |
6,020 |
|
Adjustment of redeemable non-controlling interest to estimated redemption value |
|
$ |
5,661 |
|
|
$ |
— |
|
Changes in accrued development, construction and property improvement costs included in Accounts payable and other liabilities |
|
$ |
12,730 |
|
|
$ |
— |
|
Note receivable and accrued interest exchanged for redeemable noncontrolling interest |
|
$ |
58,471 |
|
|
$ |
— |
|
Properties contributed to unconsolidated affiliates |
|
$ |
55,438 |
|
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in assets and liabilities resulting from the consolidation of previously unconsolidated investment: |
|
|
|
|
|
|
Operating real estate |
|
$ |
— |
|
|
$ |
201,700 |
|
Mortgage and other notes payable |
|
|
— |
|
|
|
156,117 |
|
Investments in and advances to unconsolidated affiliates |
|
|
— |
|
|
|
(28,516 |
) |
Rents receivable and other assets |
|
|
— |
|
|
|
654 |
|
Accounts payable and other liabilities |
|
|
— |
|
|
|
4,548 |
|
Noncontrolling interests |
|
|
— |
|
|
|
29,572 |
|
(a)Cash paid during the period for interest only includes payments made on our mortgages and does not capture the effect of hedging instruments. The Company received net cash from interest rate swap settlements of $2.9 million and $6.5 million for the six months ended June 30, 2026 and 2025, respectively.
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements (unaudited).
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. Organization, Basis of Presentation and Summary of Significant Accounting Policies
Organization
Acadia Realty Trust, (the “Trust”, collectively with its consolidated subsidiaries, the “Company”), a Maryland real estate investment trust (“REIT”), is a fully-integrated equity real estate investment trust focused on the ownership, acquisition, development, and management of retail properties located primarily in high-barrier-to-entry, supply-constrained, densely populated metropolitan areas in the United States.
The Company owns and operates a high-quality real estate portfolio, primarily comprised of street and open-air retail assets in the nation’s most dynamic retail corridors (the “REIT Portfolio”). This portfolio is complemented by an investment management platform that leverages institutional capital relationships to pursue opportunistic, high-yield, and/or value-add investments (“Investment Management”). As of June 30, 2026, the Company held ownership interests in 183 REIT Portfolio properties (including properties in various stages of development and redevelopment) and 48 Investment Management properties across the United States.
All of the Company’s assets are held by, and its operations are conducted through, Acadia Realty Limited Partnership (the “Operating Partnership”) and entities in which the Operating Partnership owns an interest. At June 30, 2026 and December 31, 2025, the Trust controlled approximately 96% of the Operating Partnership as the sole general partner and is entitled to share in the cash distributions and profits and losses of the Operating Partnership in proportion to its percentage interest.
The remaining interests are held by limited partners, consisting primarily of entities or individuals that contributed interests in certain properties or entities to the Operating Partnership in exchange for common or preferred units of limited partnership interest (“Common OP Units” or “Preferred OP Units”), as well as employees who have been granted restricted Common OP Units (“LTIP Units”) as long-term incentive compensation (Note 13). Limited partners holding Common OP and LTIP Units generally have the right to exchange their units on a one-for-one basis for common shares of beneficial interest, par value $0.001 per share, of the Company (“Common Shares”). This structure is referred to as an umbrella partnership REIT or “UPREIT.”
The Investment Management platform operates through the Company’s consolidated opportunity funds, including: Acadia Strategic Opportunity Fund II, LLC (“Fund II”), Acadia Strategic Opportunity Fund III LLC (“Fund III”), Acadia Strategic Opportunity Fund IV LLC (“Fund IV”), and Acadia Strategic Opportunity Fund V LLC (“Fund V” and, collectively with Fund II, Fund III and Fund IV, the “Funds”), as well as 7 unconsolidated co-investment vehicles with institutional partners in which the Company holds equity ownership interests ranging from 5% to 20% (Note 4). The Company consolidates the Funds as variable interest entities, as it is the primary beneficiary through its role as sole general partner or managing member.
The Operating Partnership earns fees or priority distributions for asset management, property management, construction, development, leasing, and legal services provided to the Funds. Cash flows from the Funds are distributed pro-rata to partners and members (including the Operating Partnership) until each receives a cumulative preferred return (“Preferred Return”) and full return of capital. Thereafter, remaining cash flows are distributed 20% to the Operating Partnership (“Promote”) and 80% to the partners or members (including the Operating Partnership). All intercompany transactions between the Funds and the Operating Partnership are eliminated in consolidation.
In June 2026, the Company’s ownership interest in Fund II increased from 80% to 100% (Note 10). The following table summarizes the general terms and Operating Partnership’s equity interests in the Funds (dollars in millions):
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|
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|
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|
|
|
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|
|
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|
|
|
Entity |
|
Formation Date |
|
Operating Partnership Share of Capital |
|
|
Capital Called as of June 30, 2026 (a) |
|
|
Unfunded Commitment (a) |
|
|
Equity Interest Held By Operating Partnership (b) |
|
|
Preferred Return |
|
|
Total Distributions as of June 30, 2026 (a) |
|
Fund III |
|
5/2007 |
|
|
24.54 |
% |
|
|
449.2 |
|
|
|
0.8 |
|
|
|
39.63 |
% |
|
|
6 |
% |
|
|
616.3 |
|
Fund IV |
|
5/2012 |
|
|
23.12 |
% |
|
|
508.3 |
|
|
|
21.7 |
|
|
|
23.12 |
% |
|
|
6 |
% |
|
|
221.4 |
|
Fund V |
|
8/2016 |
|
|
20.10 |
% |
|
|
491.3 |
|
|
|
28.7 |
|
|
|
20.10 |
% |
|
|
6 |
% |
|
|
432.1 |
|
(a)Represents the total for the Funds, including the Operating Partnership and noncontrolling interests’ share. All returns and distributions referenced are presented net of fees and promote.
(b)Amount represents the current economic ownership as of June 30, 2026, which could differ from the stated legal ownership based upon the cumulative preferred returns of the respective Fund.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Basis of Presentation
The interim Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States GAAP for interim financial information and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required for complete annual financial statements. Operating results for interim periods are not necessarily indicative of results for the full fiscal year. In the opinion of management, all adjustments necessary for a fair presentation of interim Condensed Consolidated Financial Statements have been included. These adjustments are of normal recurring nature.
The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts in the interim Condensed Consolidated Financial Statements and accompanying notes. The most significant assumptions and estimates include those related to the valuation of real estate, depreciable lives, revenue recognition and the collectability of notes receivable and rents receivable. Application of these estimates and assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates.
These interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s 2025 audited consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2025.
Segments
We define our reportable segments based on the manner in which our chief operating decision maker makes key operating decisions, evaluates financial performance, allocates resources and manages our business. This approach aligns with our internal reporting structure and reflects the economic characteristics and nature of our operations. Accordingly, we have identified three reportable operating segments: REIT Portfolio, Investment Management and Structured Financing. Refer to Note 12.
Recent Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”) which requires disaggregated disclosure of income statement expenses for public business entities (PBEs). Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03. The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. This guidance applies to all PBEs and is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company has elected not to early adopt and the requirements will be applied prospectively with the option for retrospective application. The Company is currently evaluating the expected impact of the adoption of ASU 2024-03 on disclosures within the Company’s Condensed Consolidated Financial Statements.
In November 2025, the FASB issued ASU 2025-09, “Derivatives and Hedging (Topic 815): Hedge Accounting Improvements” (“ASU 2025-09”) that more closely aligns hedge accounting with the economics of an entity’s risk management activities. ASU 2025-09 is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years, with early adoption permitted. The Company expects to early adopt the requirements in the third quarter of 2026. The adoption of ASU 2025-09 is not expected to have a significant impact on the Company’s Condensed Consolidated Financial Statements.
Any other recently issued accounting standards or pronouncements not disclosed above have been excluded as they are not relevant to the Company, or they are not expected to have a material impact on the Condensed Consolidated Financial Statements.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
2. Real Estate
The Company’s consolidated real estate is comprised of the following for the periods presented (in thousands):
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|
|
|
|
|
|
|
|
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
Buildings and improvements |
|
$ |
3,089,483 |
|
|
$ |
3,421,366 |
|
Tenant improvements |
|
|
324,002 |
|
|
|
339,414 |
|
Land |
|
|
1,176,836 |
|
|
|
1,147,236 |
|
Construction in progress |
|
|
30,564 |
|
|
|
32,969 |
|
Right-of-use assets - finance leases (Note 11) |
|
|
61,366 |
|
|
|
61,366 |
|
Total |
|
|
4,682,251 |
|
|
|
5,002,351 |
|
Less: Accumulated depreciation and amortization |
|
|
(1,004,812 |
) |
|
|
(1,018,597 |
) |
Operating real estate, net |
|
|
3,677,439 |
|
|
|
3,983,754 |
|
Real estate under development |
|
|
194,222 |
|
|
|
167,051 |
|
Net investments in real estate |
|
$ |
3,871,661 |
|
|
$ |
4,150,805 |
|
Acquisitions
During the six months ended June 30, 2026, the Company acquired the following consolidated REIT Portfolio retail properties (dollars in thousands):
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Property and Location |
|
Percent Acquired |
|
Date of Acquisition |
|
Purchase Price (a) |
|
2026 REIT Portfolio Acquisitions |
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|
|
|
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|
1045 and 1165 Madison Avenue - New York, NY |
|
100% |
|
January 29, 2026 |
|
$ |
21,313 |
|
Rhode Island Place - Washington, D.C. |
|
100% |
|
March 4, 2026 |
|
|
9,464 |
|
846 W. Armitage Avenue - Chicago, IL |
|
100% |
|
March 5, 2026 |
|
|
4,440 |
|
225 Worth Avenue - Palm Beach, FL |
|
100% |
|
March 27, 2026 |
|
|
43,469 |
|
4-6 Newbury Street and 28 Newbury Street - Boston, MA |
|
100% |
|
April 10, 2026 |
|
|
110,154 |
|
129 5th Avenue - New York, NY |
|
100% |
|
June 15, 2026 |
|
|
9,599 |
|
Total 2026 REIT Portfolio Acquisitions |
|
|
|
|
|
$ |
198,439 |
|
(a)Cumulative purchase price includes capitalized transaction costs of $3.1 million.
For acquisitions completed during the period, the Company recorded identifiable intangible assets and intangible liabilities in the aggregate of approximately $20.5 million and $13.9 million, respectively. These intangibles are amortized over the remaining lease terms of the related leases, which ranged from approximately 1 to 50 years as of the respective acquisition dates. Refer to Note 6 for additional detail on the Company’s amortization of intangible assets and liabilities.
The Company determines the fair value of the individual components of real estate asset acquisitions primarily through calculating the “as-if vacant” value of a building, using an income approach, which relies significantly upon internally determined assumptions. The Company has determined that these estimates primarily rely on Level 3 inputs, which are unobservable inputs based on our own assumptions. The most significant assumptions used in calculating the “as-if vacant” value for acquisition activity during 2026 are as follows:
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2026 |
|
|
|
Low |
|
High |
|
Exit Capitalization Rate |
|
|
5.00 |
% |
|
6.75 |
% |
Discount Rate |
|
|
6.25 |
% |
|
8.50 |
% |
Annual net rental rate per square foot on acquired buildings |
|
$ |
10.50 |
|
$ |
500.00 |
|
Annual net rental rate per square foot on acquired master lease |
|
$ |
4.71 |
|
$ |
23.83 |
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Dispositions
During the second quarter of 2026, the Company recognized a gain on disposition of properties of $4.0 million primarily related to the disposition of New Towne Center, a consolidated Fund V Investment Management property located in Canton, Michigan. During the first quarter of 2026, the Company recognized a gain on disposition of properties of $142.1 million primarily related to:
•the disposition of Landstown Commons, a consolidated Fund V Investment Management property located in Virginia Beach, Virginia and 1964 Union Street, a consolidated Fund IV Investment Management property located in San Francisco, California;
•the sale of a seven-property open-air retail portfolio, including six Fund V properties and one wholly owned asset, to newly formed unconsolidated joint ventures in which the Company retained a 20% ownership interest, which was fair-valued at $87.1 million. Upon deconsolidation, the Company recognized a gain on disposition at the transaction level of $112.3 million, of which the Company’s proportionate share was $22.1 million. The Company repaid $210.5 million of consolidated Investment Management property mortgage loans using proceeds from the recapitalization (Note 7). •the sale of the Pinewood Square property, an open-air retail center located in Lake Worth, Florida, to a newly formed unconsolidated joint venture for $68.4 million and retained a 20% ownership interest, which was fair-valued at $13.6 million (Note 4). Upon deconsolidation, the Company recognized a gain on disposition of $4.1 million.
Properties Held for Sale
As of June 30, 2026, the Company classified the parking garage at 1035 Third Avenue in New York, New York, a consolidated Fund IV Investment Management property, as held for sale. The disposition was completed in July 2026 (Note 16). No properties were classified as held for sale as of December 31, 2025.
The assets of the property held for sale are presented separately in the accompanying condensed consolidated balance sheets and are summarized as follows:
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|
|
|
|
|
|
June 30, |
|
|
|
2026 |
|
Assets |
|
|
|
Building and improvements |
|
$ |
5,365 |
|
Land |
|
|
2,521 |
|
Less: Accumulated depreciation and amortization |
|
|
(1,844 |
) |
Other |
|
|
793 |
|
|
|
$ |
6,835 |
|
Real Estate Under Development
Real estate under development represents the Company’s consolidated properties that have not yet been placed into service and are undergoing substantial development or construction.
Development activity for these properties during the periods presented is summarized below (dollars in thousands):
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|
January 1, 2026 |
|
|
Six Months Ended June 30, 2026 |
|
|
June 30, 2026 |
|
|
|
Number of Properties |
|
|
Carrying Value |
|
|
Transfers In |
|
|
Capitalized Costs (a) |
|
|
Transfers Out |
|
|
Number of Properties |
|
|
Carrying Value |
|
REIT Portfolio |
|
|
13 |
|
|
$ |
167,051 |
|
|
$ |
— |
|
|
$ |
27,171 |
|
|
$ |
— |
|
|
|
13 |
|
|
|
194,222 |
|
Total |
|
|
13 |
|
|
$ |
167,051 |
|
|
$ |
— |
|
|
$ |
27,171 |
|
|
$ |
— |
|
|
|
13 |
|
|
$ |
194,222 |
|
(a)Includes construction in progress at operating properties that remain in service during the construction period.
The number of properties in the table above refers to full-property development projects; however, certain projects represent only a portion of a property, and the capitalized costs and carrying value of these projects are included in the table above. As of June 30, 2026, consolidated REIT Portfolio development projects included 13 properties in the Henderson Avenue Portfolio.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
3. Notes Receivable, Net
Interest income from notes and mortgages receivable is reported within the Company’s Structured Financing segment (Note 12). Interest receivable is included in Other assets, net (Note 5). The Company’s notes receivable, net, are generally collateralized by either the underlying real estate or the borrowers’ equity interests in the entities that own the properties. The balances were as follows (dollars in thousands):
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
|
June 30, 2026 |
Description |
|
2026 |
|
|
2025 |
|
|
Number |
|
|
Maturity Date |
|
Interest Rate |
Notes receivable |
|
$ |
156,681 |
|
|
$ |
156,530 |
|
|
|
7 |
|
|
Apr 2020 - Dec 2027 |
|
6.00% - 13.75% |
Allowance for credit losses |
|
|
(2,180 |
) |
|
|
(1,638 |
) |
|
|
|
|
|
|
|
Notes receivable, net |
|
$ |
154,501 |
|
|
$ |
154,892 |
|
|
|
7 |
|
|
|
|
|
The following table presents the activity in the allowance for credit losses for the six months ended June 30, 2026 and year ended December 31, 2025 (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
Allowance for credit losses as of beginning of periods |
|
$ |
1,638 |
|
|
$ |
2,004 |
|
Provision (recovery) of loan losses |
|
|
542 |
|
|
|
(366 |
) |
Total credit allowance |
|
$ |
2,180 |
|
|
$ |
1,638 |
|
As of June 30, 2026, the Company had five performing notes with a total amortized cost of $136.1 million, including accrued interest of $2.3 million. Each note was evaluated individually due to the lack of comparability across the Structured Financing Portfolio.
One note receivable with an outstanding principal balance of $5.0 million was on nonaccrual status as of June 30, 2026 as collection of contractual principal and interest was no longer considered probable. The note is secured by pledges of ownership interests in the Georgetown Portfolio (Note 4), which owns a portfolio of retail properties in Washington, D.C. Accordingly, interest income on this note is recognized only to the extent cash payments are received. No interest income was recognized on the note during the three and six months ended June 30, 2026. Contractual interest income not recognized as a result of the note’s nonaccrual status was approximately $1.5 million as of June 30, 2026. Based on the estimated fair value of the collateral at the expected realization date, no allowance for credit losses was recorded as of June 30, 2026.
One note receivable with a principal balance of $17.8 million matured and remained in default as of June 30, 2026 and December 31, 2025. The Company applied the collateral-dependent practical expedient in accordance with ASC Topic 326: Financial Instruments - Credit Losses (“ASC 326”) as the note is expected to be settled through foreclosure or possession of the underlying collateral. Based on the estimated fair value of the collateral at the expected realization date, no allowance for credit losses was recorded as of June 30, 2026.
The Company holds a preferred equity investment, which is accounted for as a note receivable, and a mezzanine loan with an aggregate carrying value of approximately $82.5 million as of June 30, 2026. As of June 30, 2026, the borrowers were current on contractual interest payments through the use of interest reserves established in connection with a prior restructuring. The remaining interest reserves were insufficient to fund the full interest payment due in July 2026, causing a default, and the Company is currently evaluating a restructuring of the investment with the borrowers. The Company continues to evaluate the investment under ASC 326, including the collectability of contractual interest and the value of the underlying collateral.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
4. Investments in and Advances to Unconsolidated Affiliates
The Company accounts for its investments in and advances to unconsolidated affiliates primarily under the equity method of accounting. The Company’s investments in and advances to unconsolidated affiliates consist of the following (dollars in thousands):
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|
|
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|
|
|
|
|
|
|
|
|
|
|
|
Ownership Interest |
|
June 30, |
|
|
December 31, |
|
Portfolio |
|
Property |
|
June 30, 2026 |
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
REIT: |
|
|
|
|
|
|
|
|
|
|
|
|
Gotham Plaza |
|
49% |
|
$ |
27,885 |
|
|
$ |
28,161 |
|
|
|
Georgetown Portfolio (a) |
|
50% |
|
|
3,766 |
|
|
|
3,744 |
|
|
|
1238 Wisconsin Avenue (a, b) |
|
80% |
|
|
17,258 |
|
|
|
18,025 |
|
|
|
840 N. Michigan Avenue (c, d) |
|
94.35% |
|
|
37,033 |
|
|
|
34,631 |
|
|
|
|
|
|
|
|
85,942 |
|
|
|
84,561 |
|
Investment Management: |
|
|
|
|
|
|
|
|
|
|
Fund IV: (e) |
|
Fund IV Other Portfolio (f) |
|
90% |
|
|
41 |
|
|
|
375 |
|
|
|
650 Bald Hill Road (g) |
|
90% |
|
|
369 |
|
|
|
5,789 |
|
|
|
|
|
|
|
|
410 |
|
|
|
6,164 |
|
|
|
|
|
|
|
|
|
|
|
|
Fund V: (e) |
|
Family Center at Riverdale (c) |
|
89.42% |
|
|
271 |
|
|
|
521 |
|
|
|
Tri-City Plaza (m) |
|
90% |
|
|
310 |
|
|
|
6,120 |
|
|
|
Frederick County Acquisitions (h) |
|
90% |
|
|
3,575 |
|
|
|
3,872 |
|
|
|
Wood Ridge Plaza |
|
90% |
|
|
7,944 |
|
|
|
7,962 |
|
|
|
La Frontera Village |
|
90% |
|
|
8,424 |
|
|
|
9,746 |
|
|
|
Shoppes at South Hills |
|
90% |
|
|
8,335 |
|
|
|
9,151 |
|
|
|
Mohawk Commons |
|
90% |
|
|
7,648 |
|
|
|
9,023 |
|
|
|
|
|
|
|
|
36,507 |
|
|
|
46,395 |
|
|
|
|
|
|
|
|
|
|
|
|
Other: |
|
Shops at Grand |
|
5% |
|
|
2,293 |
|
|
|
2,363 |
|
|
|
Walk at Highwoods Preserve |
|
20% |
|
|
1,716 |
|
|
|
1,805 |
|
|
|
LINQ Promenade |
|
15% |
|
|
15,979 |
|
|
|
15,918 |
|
|
|
Shops at Skyview (i) |
|
20% |
|
|
63,760 |
|
|
|
— |
|
|
|
Atlantic Portfolio (j) |
|
20% |
|
|
42,976 |
|
|
|
— |
|
|
|
Avenue West Cobb |
|
20% |
|
|
4,275 |
|
|
|
— |
|
|
|
Pinewood Square |
|
20% |
|
|
4,876 |
|
|
|
— |
|
|
|
|
|
|
|
|
135,875 |
|
|
|
20,086 |
|
|
|
|
|
|
|
|
|
|
|
|
Various: |
|
Due from Related Parties |
|
|
|
|
2,151 |
|
|
|
1,366 |
|
|
|
Other (k) |
|
|
|
|
2,713 |
|
|
|
3,383 |
|
|
|
Investments in and advances to unconsolidated affiliates |
|
|
|
$ |
263,598 |
|
|
$ |
161,955 |
|
|
|
|
|
|
|
|
|
|
|
|
REIT: |
|
Crossroads (l) |
|
49% |
|
$ |
16,914 |
|
|
$ |
16,838 |
|
|
|
Distributions in excess of income from, and investments in, unconsolidated affiliates |
|
|
|
$ |
16,914 |
|
|
$ |
16,838 |
|
(a)Represents a VIE for which the Company is not the primary beneficiary (Note 15). (b)Includes the amounts advanced against a $12.8 million construction commitment from the Company to the venture that holds its investment in 1238 Wisconsin. As of June 30, 2026 and December 31, 2025 the related party note receivable had a principal balance of $12.8 million, net of a $0.1 million allowance at each period. The loan is secured by the venture members’ equity interest in the entity that owns the 1238 Wisconsin development property, bears interest at Prime + 1.0% (subject to a 4.5% floor), and matures on December 28, 2027. The Company recognized interest income of $0.1 million for each of the three and six month periods ended June 30, 2026 and 2025, related to this note receivable, which is recorded in Interest income in the Company’s Condensed Consolidated Statements of Operations.
(c)Represents a tenancy-in-common interest.
(d)The Company has a note receivable from the 840 North Michigan Avenue venture partners which had a balance of $2.1 million and $1.8 million as of June 30, 2026 and December 31, 2025, respectively and matures in December 2026 (Note 3).
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(e)The Company owns 23.12% and 20.10% in Funds IV and V, respectively (Note 1). For the ventures within these funds, the ownership interest percentage represents the Fund’s ownership interest and not the Company’s proportionate share. (f)As of June 30, 2026, the investment balance relates to undistributed proceeds from the disposition of the Eden Square property.
(g)The property was sold on April 8, 2026. As of June 30, 2026, the investment balance relates to undistributed proceeds from the disposition.
(h)On September 25, 2024 the venture which Fund V holds a 90% interest in sold a 300,000 square foot property, Frederick Crossing, in Frederick County, Maryland. Fund V maintains its 90% interest in the venture which retains its interest in the remaining Frederick County Square property of the Frederick County Acquisitions portfolio.
(i)As of June 30, 2026, includes a $41.7 million preferred equity investment by the Company that was determined to be a debt instrument. The related-party advance is reported net of a $0.4 million CECL allowance. The loan bears interest at a fixed rate of 7.5%. For the three and six months ended June 30, 2026, the Company recognized $0.6 million and $1.2 million of interest income, respectively, which is included in Interest income in the Condensed Consolidated Statements of Operations.
(j)As of June 30, 2026, includes a $27.5 million preferred equity investment by the Company that was determined to be a debt instrument. The related-party advance is reported net of the $2.3 million unamortized discount and a $0.2 million CECL allowance. The loan bears interest at a fixed rate of 6.0%. For the three and six months ended June 30, 2026, the Company recognized $0.3 million and $0.5 million of interest income, which is included in Interest income in the Condensed Consolidated Statements of Operations.
(k)Includes cost-method investment in Fifth Wall. The Company recorded an impairment charge of $0.1 million and $0.6 million for the three and six months ended June 30, 2026, which is included in Realized and unrealized holding gains (losses) on investments and other in the Company’s Condensed Consolidated Statements of Operations.
(l)Distributions have exceeded the Company’s investment; however, the Company recognizes a liability balance as it may elect to contribute capital to the entity.
(m)The property was sold on May 28, 2026. As of June 30, 2026, the investment balance relates to undistributed proceeds from the disposition.
In January 2026, the Company acquired a 20% non-controlling equity interest in a joint venture that acquired the Shops at Skyview, a retail shopping center located in Queens, NY, for $424.1 million. At closing, the joint venture secured a mortgage loan with a total commitment of $290.0 million, of which $277.0 million was funded at closing. Additionally, the Company provided a preferred equity investment of approximately $41.7 million. The preferred equity is accounted for as a held-to-maturity debt instrument given its stated maturity date in January 2029, and bears interest at 7.5%.
In February 2026, the Company acquired a 20% non-controlling equity interest in two newly formed joint ventures, Atlantic Portfolio and Avenue at West Cobb, that, as part of a recapitalization, acquired a seven-property open-air retail portfolio. Six of the properties were previously held in Fund V, while one property (Avenue at West Cobb) was previously held in the Company’s wholly owned portfolio. The Company’s retained interest in the joint ventures was fair-valued at $87.1 million. At closing, the joint venture obtained a mortgage loan with a total commitment of $317 million, of which $298 million was funded at closing. Additionally, the Company provided seller financing to the Atlantic Portfolio joint venture in the form of a $27.5 million preferred equity investment. The preferred equity is accounted for as a held-to-maturity debt instrument given its stated maturity date in February 2029, is secured by the equity interests in the entity that owns the Atlantic Portfolio properties, and bears interest at a stated rate of 6.0%. The preferred equity investment was determined to be issued at below-market terms, as the prevailing market rate for a comparable instrument at the time of origination exceeded the stated rate. Accordingly, the Company recorded the instrument at fair value at origination, resulting in a $2.4 million discount, which is presented as a reduction to the preferred equity investment balance within Investments in and advances to unconsolidated affiliates on the Condensed Consolidated Balance Sheets, with a corresponding reduction to the gain on disposition recognized in connection with the recapitalization (Note 2). The discount will be accreted into interest income over the term of the instrument using the effective interest method.
In March 2026, the Company retained a 20% non-controlling equity interest in a newly formed joint venture that acquired Pinewood Square, which was fair-valued at $13.6 million. At closing, the joint venture obtained a mortgage loan of $45.0 million.
During the three months ended June 30, 2026, the Company, through Fund IV, sold its investment in 650 Bald Hill for $20.5 million and repaid the related $14.4 million property mortgage loan. The venture recognized a gain on sale of $0.6 million, of which the Company’s proportionate share was $0.2 million.
During the three months ended June 30, 2026, the Company, through Fund V, sold its investment in Tri-City Plaza for $62.5 million and repaid the related $34.8 million property mortgage loan. The venture recognized a gain of $19.7 million, of which the Company’s proportionate share of the gain was $3.0 million.
840 N. Michigan Avenue
In December 2023, an unconsolidated venture holding an interest in a property on North Michigan Avenue modified its $73.5 million nonrecourse mortgage loan. The modification reduced the principal balance by $18.5 million, required a $17.5 million principal paydown, increased the interest rate from 4.4% to 6.5%, and extended the maturity from February 2025 to December 2026. Under the modification, the venture may be required to make contingent payments of up to $17.5 million upon a sale or secured refinancing prior to maturity (“Contingent Payment”). The Contingent Payment amortizes on a straight‑line basis over the remaining loan term and is reduced over time in accordance with the modification agreement. The modification was accounted for as a troubled debt restructuring under ASC 470, resulting in an initial gain of approximately $0.4 million recognized in equity in earnings of unconsolidated affiliates. Future cash payments under the modified loan, including any Contingent Payment, are treated as reductions of the mortgage carrying amount, and no interest expense is recognized through the revised maturity. As the Contingent Payment amortizes, additional gains are recognized in equity in earnings, of which $1.0 million and $2.0 million were recognized
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
during the three and six months ended June 30, 2026 and 2025, respectively. As part of the modification, the Operating Partnership provided a recourse guarantee equal to 50% of the unpaid principal balance of the mortgage which was $30.0 million as of June 30, 2026.
Fees earned from and paid to Unconsolidated Affiliates
The Company earned fees for asset management, property management, construction, development, legal and leasing fees from its investments in unconsolidated affiliates totaling $2.8 million and $1.3 million for the three months ended June 30, 2026 and 2025, respectively, and $6.2 million and $2.0 million for the six months ended June 30, 2026 and 2025, respectively, which are included in Other revenues in the Condensed Consolidated Statements of Operations.
In addition, the Company’s unconsolidated joint ventures paid fees to the Company’s unaffiliated joint venture partners of $1.1 million and $0.8 million for the three months ended June 30, 2026 and 2025, respectively, and $2.2 million and $1.6 million for the six months ended June 30, 2026 and 2025, respectively, for leasing commissions, development, management, construction and overhead fees.
Summarized Financial Information of Unconsolidated Affiliates
The following Combined and Condensed Balance Sheets and Statements of Operations, in each period, summarized the financial information of the Company’s investments in unconsolidated affiliates that were held as of June 30, 2026 and 2025 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
|
|
2026 |
|
|
2025 |
|
Combined and Condensed Balance Sheets |
|
|
|
|
|
|
Assets: |
|
|
|
|
|
|
Rental property, net |
|
$ |
1,640,086 |
|
|
$ |
902,016 |
|
Other assets |
|
|
334,174 |
|
|
|
119,689 |
|
Total assets |
|
$ |
1,974,260 |
|
|
$ |
1,021,705 |
|
Liabilities and partners’ equity: |
|
|
|
|
|
|
Mortgage notes payable |
|
$ |
1,254,574 |
|
|
$ |
630,077 |
|
Other liabilities |
|
|
228,878 |
|
|
|
127,164 |
|
Partners’ equity |
|
|
490,808 |
|
|
|
264,464 |
|
Total liabilities and partners’ equity |
|
$ |
1,974,260 |
|
|
$ |
1,021,705 |
|
|
|
|
|
|
|
|
Company's share of accumulated equity |
|
$ |
230,677 |
|
|
$ |
127,079 |
|
Basis differential |
|
|
8,664 |
|
|
|
8,860 |
|
Deferred fees, net of portion related to the Company's interest |
|
|
2,509 |
|
|
|
4,452 |
|
Amounts receivable/payable by the Company |
|
|
2,151 |
|
|
|
1,366 |
|
Investments in and advances to unconsolidated affiliates, net of Company's share of distributions in excess of income from and investments in unconsolidated affiliates |
|
|
244,001 |
|
|
|
141,757 |
|
Investments carried at cost |
|
|
2,683 |
|
|
|
3,360 |
|
Company's share of distributions in excess of income from and investments in unconsolidated affiliates |
|
|
16,914 |
|
|
|
16,838 |
|
Investments in and advances to unconsolidated affiliates |
|
$ |
263,598 |
|
|
$ |
161,955 |
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
Combined and Condensed Statements of Operations |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
$ |
55,962 |
|
|
$ |
29,016 |
|
|
$ |
99,987 |
|
|
$ |
61,142 |
|
Operating and other expenses |
|
|
(19,656 |
) |
|
|
(10,981 |
) |
|
|
(34,968 |
) |
|
|
(23,230 |
) |
Interest expense |
|
|
(19,448 |
) |
|
|
(10,713 |
) |
|
|
(35,320 |
) |
|
|
(22,163 |
) |
Depreciation and amortization |
|
|
(26,833 |
) |
|
|
(13,622 |
) |
|
|
(46,883 |
) |
|
|
(26,474 |
) |
Gain on extinguishment of debt (a) |
|
|
971 |
|
|
|
951 |
|
|
|
1,942 |
|
|
|
1,922 |
|
Gain (loss) on disposition of properties (b) |
|
|
20,381 |
|
|
|
(1,030 |
) |
|
|
20,381 |
|
|
|
(1,030 |
) |
Net (loss) income attributable to unconsolidated affiliates |
|
$ |
11,377 |
|
|
$ |
(6,379 |
) |
|
$ |
5,139 |
|
|
$ |
(9,833 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Company’s share of equity in net (losses) earnings of unconsolidated affiliates |
|
$ |
14,027 |
|
|
$ |
(4,093 |
) |
|
$ |
12,617 |
|
|
$ |
(5,708 |
) |
Basis differential amortization |
|
|
(98 |
) |
|
|
(98 |
) |
|
|
(196 |
) |
|
|
(196 |
) |
Company’s equity in earnings (losses) of unconsolidated affiliates |
|
$ |
13,929 |
|
|
$ |
(4,191 |
) |
|
$ |
12,421 |
|
|
$ |
(5,904 |
) |
(a)Includes the gain on debt extinguishment related to the restructuring at 840 N. Michigan Avenue for the three and six months ended June 30, 2026 and 2025.
(b)Includes the gain on sale of 650 Bald Hill and Tri-City Plaza for the three and six months ended June 30, 2026 and the loss on the sale of Eden Square for the three and six months ended June 30, 2025.
5. Other Assets, Net and Accounts Payable and Other Liabilities
Other assets, net and accounts payable and other liabilities are comprised of the following for the periods presented:
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
Other Assets, Net: |
|
|
|
|
|
|
Lease intangibles, net (Note 6) |
|
$ |
99,946 |
|
|
$ |
128,239 |
|
Derivative financial instruments (Note 8) |
|
|
18,407 |
|
|
|
9,738 |
|
Deferred charges, net (A) |
|
|
45,786 |
|
|
|
44,133 |
|
Accrued interest receivable (Note 3) |
|
|
9,190 |
|
|
|
8,916 |
|
Prepaid expenses |
|
|
13,826 |
|
|
|
17,327 |
|
Due from seller |
|
|
1,367 |
|
|
|
1,768 |
|
Income taxes receivable |
|
|
503 |
|
|
|
1,180 |
|
Deposits |
|
|
1,709 |
|
|
|
5,774 |
|
Corporate assets, net |
|
|
604 |
|
|
|
430 |
|
Other receivables |
|
|
3,323 |
|
|
|
6,475 |
|
|
|
$ |
194,661 |
|
|
$ |
223,980 |
|
|
|
|
|
|
|
|
(A) Deferred Charges, Net: |
|
|
|
|
|
|
Deferred leasing and other costs |
|
$ |
94,411 |
|
|
$ |
94,957 |
|
Deferred financing costs related to line of credit |
|
|
18,240 |
|
|
|
13,939 |
|
|
|
|
112,651 |
|
|
|
108,896 |
|
Accumulated amortization |
|
|
(66,865 |
) |
|
|
(64,763 |
) |
Deferred charges, net |
|
$ |
45,786 |
|
|
$ |
44,133 |
|
|
|
|
|
|
|
|
Accounts Payable and Other Liabilities: |
|
|
|
|
|
|
Lease intangibles, net (Note 6) |
|
$ |
83,189 |
|
|
$ |
95,991 |
|
Accounts payable and accrued expenses |
|
|
72,936 |
|
|
|
88,139 |
|
Deferred income |
|
|
25,748 |
|
|
|
34,102 |
|
Tenant security deposits, escrow and other |
|
|
14,951 |
|
|
|
19,939 |
|
Lease liability - finance leases, net (Note 11) |
|
|
32,494 |
|
|
|
32,112 |
|
Derivative financial instruments (Note 8) |
|
|
323 |
|
|
|
3,196 |
|
|
|
$ |
229,641 |
|
|
$ |
273,479 |
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
6. Lease Intangibles
Intangible assets and liabilities are included in Other assets, net and Accounts payable and other liabilities (Note 5) on the Condensed Consolidated Balance Sheets and summarized as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
|
|
Gross Carrying Amount |
|
|
Accumulated Amortization |
|
|
Net Carrying Amount |
|
|
Gross Carrying Amount |
|
|
Accumulated Amortization |
|
|
Net Carrying Amount |
|
Amortizable Intangible Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In-place lease intangible assets |
|
$ |
340,762 |
|
|
$ |
(243,888 |
) |
|
|
96,874 |
|
|
$ |
408,015 |
|
|
$ |
(289,643 |
) |
|
$ |
118,372 |
|
Above-market rent |
|
|
20,821 |
|
|
|
(17,749 |
) |
|
|
3,072 |
|
|
|
32,608 |
|
|
|
(22,741 |
) |
|
|
9,867 |
|
|
|
$ |
361,583 |
|
|
$ |
(261,637 |
) |
|
$ |
99,946 |
|
|
$ |
440,623 |
|
|
$ |
(312,384 |
) |
|
$ |
128,239 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortizable Intangible Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Below-market rent |
|
$ |
(205,990 |
) |
|
$ |
122,942 |
|
|
$ |
(83,048 |
) |
|
$ |
(223,893 |
) |
|
$ |
128,072 |
|
|
$ |
(95,821 |
) |
Above-market ground lease |
|
|
(671 |
) |
|
|
530 |
|
|
|
(141 |
) |
|
|
(671 |
) |
|
|
501 |
|
|
|
(170 |
) |
|
|
$ |
(206,661 |
) |
|
$ |
123,472 |
|
|
$ |
(83,189 |
) |
|
$ |
(224,564 |
) |
|
$ |
128,573 |
|
|
$ |
(95,991 |
) |
Amortization of in-place lease intangible assets is recorded in depreciation and amortization expense in the Condensed Consolidated Statements of Operations. Amortization of above-market rent and below-market rent is recorded as a reduction to and increase to rental revenue, respectively, in the Condensed Consolidated Statements of Operations. Amortization of above-market ground leases is recorded as a reduction to rent expense on the Condensed Consolidated Statements of Operations.
The amounts of such amortization included in the accompanying consolidated statements of operations and comprehensive income (loss) are as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
Amortization of in-place lease intangibles |
|
$ |
6,796 |
|
|
$ |
8,871 |
|
|
$ |
16,880 |
|
|
$ |
18,392 |
|
Amortization of above-market rent and below-market rent |
|
|
(2,098 |
) |
|
|
(2,276 |
) |
|
|
(5,446 |
) |
|
|
(4,459 |
) |
Amortization of above-market ground leases |
|
|
(15 |
) |
|
|
(15 |
) |
|
|
(29 |
) |
|
|
(29 |
) |
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
7. Debt
A summary of the Company’s consolidated indebtedness is as follows (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying Value as of |
|
|
Interest Rate as of |
Maturity Date as of |
|
June 30, |
|
December 31, |
|
|
June 30, 2026 |
|
June 30, 2026 |
|
2026 |
|
2025 |
Mortgages Payable |
|
|
|
|
|
|
|
|
REIT Portfolio |
|
3.99% - 6.05% |
|
Nov 2026 - Apr 2035 |
|
$226,501 |
|
$227,684 |
Fund II (a) |
|
|
|
|
|
— |
|
137,500 |
Fund IV |
|
5.62% |
|
Jun 2028 |
|
25,939 |
|
27,249 |
Fund V |
|
SOFR+1.40% - SOFR+3.10% |
|
Dec 2026 - Apr 2030 |
|
229,311 |
|
505,184 |
Net unamortized debt issuance costs |
|
|
|
|
|
(2,180) |
|
(4,599) |
Unamortized premium |
|
|
|
|
|
474 |
|
926 |
Total Mortgages Payable |
|
|
|
|
|
$480,045 |
|
$893,944 |
|
|
|
|
|
|
|
|
|
Unsecured Notes Payable |
|
|
|
|
|
|
|
|
Term Loans (b, c) |
|
SOFR+1.15% - SOFR+1.20% |
|
May 2030 - Apr 2031 |
|
$837,500 |
|
$725,000 |
Senior Notes |
|
5.86% - 5.94% |
|
Aug 2027 - Aug 2029 |
|
100,000 |
|
100,000 |
Term Loan A-3 |
|
SOFR+1.15% |
|
Apr 2031 |
|
137,500 |
|
— |
Fund IV Term Loan |
|
SOFR+1.20% |
|
Dec 2028 |
|
52,250 |
|
61,250 |
Net unamortized debt issuance costs |
|
|
|
|
|
(13,600) |
|
(6,788) |
Total Unsecured Notes Payable |
|
|
|
|
|
$1,113,650 |
|
$879,462 |
|
|
|
|
|
|
|
|
|
Unsecured Line of Credit |
|
|
|
|
|
|
|
|
Revolving Credit Facility (c, d) |
|
SOFR+1.00% |
|
Apr 2030 |
|
$43,323 |
|
$89,500 |
|
|
|
|
|
|
|
|
|
Total Debt (e)(f) |
|
|
|
|
|
$1,652,324 |
|
$1,873,367 |
Net unamortized debt issuance costs |
|
|
|
|
|
(15,780) |
|
(11,387) |
Unamortized premium |
|
|
|
|
|
474 |
|
926 |
Total Indebtedness |
|
|
|
|
|
$1,637,018 |
|
$1,862,906 |
(a)In connection with the refinance of the secured mortgage loan related to a Fund II asset during the three months ended June 30, 2026, the Operating Partnership's $20.0 million recourse guarantee of principal payments associated with this mortgage loan was extinguished.
(b)The $75.0 Million Term Loan is guaranteed by the Trust and certain subsidiaries of the Trust (Note 9). (c)The Company has entered into various swap agreements to effectively fix its interest costs on a portion of the Revolving Credit Facility and term loans as of June 30, 2026 and December 31, 2025 (Note 8). (d)The total available credit under the Revolving Credit Facility was $481.7 million and $435.5 million at June 30, 2026 and December 31, 2025, respectively. There are no letters of credit outstanding.
(e)As of June 30, 2026 and December 31, 2025, the Company had $1,034.2 million and $1,216.7 million, respectively, of variable-rate debt that has been fixed with interest rate swap agreements as of the periods presented. The effective fixed rates ranged from 1.98% to 4.50%.
(f)Includes $32.2 million of variable-rate debt that is subject to interest cap agreements at each June 30, 2026 and December 31, 2025. The effective fixed rate was 5.00%.
Mortgages Payable
At June 30, 2026 and December 31, 2025, the Company’s property mortgage loans were collateralized by 35 and 45 properties, respectively, as well as the related tenant leases. The Company was in compliance with its debt covenants as of June 30, 2026.
Investment Management
In connection with the Fourth Amended and Restated Credit Facility, during the quarter ended June 30, 2026, the Operating Partnership used proceeds from Term Loan A-3, discussed below, to refinance a secured mortgage loan related to a Fund II asset which had an outstanding balance of $137.5 million.
During the six months ended June 30, 2026, the Company, through its Investment Management platform:
•repaid $285.1 million of consolidated Investment Management property mortgage loans, using proceeds from the assets sales and the recapitalization transactions (Note 2); •extended the maturities of two Investment Management property mortgage loans to an aggregate outstanding balance of $82.4 million (an increase of $9.4 million);
•refinanced a property mortgage loan secured by a Fund V property, maintained the $32.2 million principal amount, and extended the maturity from September 2026 to June 2029, and reduced the interest rate from SOFR + 2.80% to SOFR + 1.40%.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Unsecured Notes Payable and Unsecured Line of Credit
The Company was in compliance with its unsecured notes payable and unsecured line of credit debt covenant requirements as of June 30, 2026.
Revolving Credit Facility
On April 17, 2026, the Operating Partnership entered into a Fourth Amended and Restated Credit Agreement (the "Amendment") to amend and expand its senior unsecured credit facility (the “Credit Facility”). The Amendment (i) extended the maturity of the $525.0 million revolving credit facility (the “Revolving Credit Facility”), the size of which remained unchanged, from April 15, 2028 to April 17, 2030, subject to two six-month extension options; (ii) increased the borrowing capacity of Term Loan A-1 from $400.0 million to $512.5 million and extended its maturity from April 15, 2028 to April 17, 2031; and (iii) established a new $137.5 million unsecured term loan facility (“Term Loan A-3”) maturing April 17, 2031. The Operating Partnership's existing $250.0 million Term Loan A-2, maturing May 29, 2030, was not modified by the Amendment. The Amendment also increased the accordion feature under the Credit Facility to up to $2.0 billion, at the Operating Partnership's option and subject to customary conditions.
The Revolving Credit Facility, Term Loan A-1 and Term Loan A-3 bear interest at floating rates based on SOFR plus an applicable margin determined by reference to the Company’s leverage ratio or credit ratings. As of June 30, 2026, the applicable rates were SOFR plus 1.00% on the Revolving Credit Facility and SOFR plus 1.15% on each of Term Loan A-1 and Term Loan A-3.
Unamortized deferred financing costs of $4.8 million associated with the prior facility were carried forward and are being amortized over the term of the amended facility, and the Company capitalized $11.7 million of new deferred financing costs in connection with the Amendment, which are being amortized over the remaining term of the Credit Facility.
As of June 30, 2026, outstanding borrowings were $512.5 million under Term Loan A-1, $250.0 million under Term Loan A-2, and $137.5 million under Term Loan A-3. The Revolving Credit Facility had an outstanding balance of $43.3 million and remaining borrowing capacity of $481.7 million.
Scheduled Debt Principal Payments
The following table summarizes the scheduled principal repayments, without regard to available extension options (described further below), of the Company’s consolidated indebtedness, as of June 30, 2026 (in thousands):
|
|
|
|
|
Year Ending December 31, |
|
Principal Repayments |
|
2026 (Remainder) |
|
$ |
161,782 |
|
2027 |
|
|
106,029 |
|
2028 |
|
|
150,384 |
|
2029 |
|
|
182,889 |
|
2030 |
|
|
400,173 |
|
Thereafter |
|
|
651,067 |
|
|
|
|
1,652,324 |
|
Unamortized premium |
|
|
474 |
|
Net unamortized debt issuance costs |
|
|
(15,780 |
) |
Total indebtedness (a) |
|
$ |
1,637,018 |
|
(a)The table does not reflect available extension options. The Company has the option to extend $160.3 million, $48.5 million, and $55.0 million of maturities in 2026, 2027, and 2028, respectively, subject to customary conditions.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
8. Financial Instruments and Fair Value Measurements
Items Measured at Fair Value on a Recurring Basis
The following table presents the Company’s fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
— |
|
|
|
18,407 |
|
|
|
— |
|
|
|
— |
|
|
|
9,738 |
|
|
|
— |
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
— |
|
|
|
(323 |
) |
|
|
— |
|
|
|
— |
|
|
|
(3,196 |
) |
|
|
— |
|
There were no transfers between levels of the fair value hierarchy during the six months ended June 30, 2026, and 2025.
Items Measured at Fair Value on a Nonrecurring Basis
Redeemable Noncontrolling Interests
During the six months ended June 30, 2026, the Company recorded an adjustment of redeemable noncontrolling interest to its estimated redemption value. Refer to Note 10 for further discussion regarding these interests.
Derivative Financial Instruments
The Company had the following interest rate swaps and caps for the periods presented (information is as of June 30, 2026, unless otherwise noted, and dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Strike Rate |
|
|
|
Fair Value |
|
Derivative Instrument |
|
Aggregate Notional Amount |
|
|
Effective Date |
|
Maturity Date |
|
Low |
|
High |
|
Balance Sheet Location |
|
June 30, 2026 |
|
|
December 31, 2025 |
|
REIT Portfolio |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Rate Swaps |
|
$ |
800,000 |
|
|
May 2022—Aug 2025 |
|
Jul 2027—Jul 2030 |
|
1.98% |
— |
3.61% |
|
Other Assets |
|
$ |
17,002 |
|
|
$ |
9,531 |
|
Interest Rate Swaps |
|
|
102,000 |
|
|
Nov 2023 |
|
Nov 2026 |
|
4.50% |
— |
4.50% |
|
Accounts payable and other liabilities |
|
|
(258 |
) |
|
|
(2,140 |
) |
|
|
$ |
902,000 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
16,744 |
|
|
$ |
7,391 |
|
Investment Management |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund II |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Rate Swap |
|
$ |
50,000 |
|
|
Jan 2023 |
|
Dec 2029 |
|
3.23% |
— |
3.23% |
|
Other Assets |
|
$ |
1,001 |
|
|
$ |
199 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund V |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Rate Swaps |
|
$ |
50,000 |
|
|
Jan 2023 |
|
May 2026—Dec 2027 |
|
3.36% |
— |
3.36% |
|
Other Assets |
|
$ |
404 |
|
|
$ |
8 |
|
Interest Rate Swap |
|
|
32,200 |
|
|
Jun 2026 |
|
Jun 2029 |
|
3.95% |
— |
3.95% |
|
Accounts payable and other liabilities |
|
|
(65 |
) |
|
|
(1,056 |
) |
Interest Rate Cap |
|
|
32,200 |
|
|
Sep 2025 |
|
Sep 2026 |
|
5.00% |
— |
5.00% |
|
Other Assets |
|
|
— |
|
|
|
— |
|
|
|
$ |
114,400 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
339 |
|
|
$ |
(1,048 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Asset Derivatives |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
18,407 |
|
|
$ |
9,738 |
|
Total Liability Derivatives |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(323 |
) |
|
$ |
(3,196 |
) |
As of June 30, 2026, it is estimated that approximately $12.0 million included in Accumulated other comprehensive income related to derivatives will be reclassified as a reduction to interest expense within the next twelve months.
During the six months ended June 30, 2026, the Company terminated five swaps with an aggregate notional value of $162.0 million in conjunction with the repayment of debt that occurred as part of the Fund V recapitalization (Note 2).
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Other Financial Instruments
The carrying values and fair values of Company’s other financial assets and liabilities that are not measured at fair value on its Condensed Consolidated Balance Sheets are as follows as of the dates shown (dollars in thousands, inclusive of amounts attributable to noncontrolling interests where applicable):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
|
|
Level |
|
|
Carrying Amount |
|
|
Estimated Fair Value |
|
|
Carrying Amount |
|
|
Estimated Fair Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes Receivable (a) |
|
|
3 |
|
|
$ |
154,501 |
|
|
$ |
155,433 |
|
|
$ |
154,892 |
|
|
$ |
157,325 |
|
City Point Loan (f) |
|
|
3 |
|
|
|
— |
|
|
|
— |
|
|
|
34,821 |
|
|
|
35,346 |
|
Mortgage and Other Notes Payable (a, d) |
|
|
3 |
|
|
|
481,751 |
|
|
|
474,745 |
|
|
|
897,616 |
|
|
|
894,607 |
|
Investment in non-traded equity securities (b) |
|
|
3 |
|
|
|
2,528 |
|
|
|
2,528 |
|
|
|
3,307 |
|
|
|
3,307 |
|
Unsecured notes payable and Unsecured line of credit (c, e) |
|
|
2 |
|
|
|
1,170,573 |
|
|
|
1,171,644 |
|
|
|
975,750 |
|
|
|
981,271 |
|
(a)The Company estimates the fair value of financial instruments using a discounted cash flow model. This model incorporates assumptions such as current market rates and, where applicable, the credit quality of the borrower or tenant. In addition, the Company evaluates the value of the underlying collateral, considering factors such as collateral quality, borrower creditworthiness, time to maturity, and prevailing market conditions. These fair value estimates exclude unamortized discounts and deferred loan costs. As of the reporting date, the estimated market interest rates used in the valuation ranged from 3.46% to 11.21% for the Company’s notes receivable and City Point Loan, and from 5.26% to 7.12% for the Company’s property mortgage loans and other notes payable, depending on the specific characteristics of each loan.
(b)Includes the Operating Partnership’s cost-method investment in Fifth Wall (Note 4). (c)The Company estimates the fair value of its unsecured notes payable and unsecured line of credit using quoted market prices in active or brokered markets, when available. In instances where observable market prices are not available due to limited or no trading activity, the Company estimates fair value using a discounted cash flow model. This model incorporates a rate that reflects the average yield of comparable instruments issued by market participants with similar credit risk profiles.
(d)Carrying amounts exclude unamortized debt issuance costs of $2.2 million and $4.6 million and unamortized premiums of $0.5 million and $0.9 million as of June 30, 2026 and December 31, 2025, respectively.
(e)Carrying amounts exclude unamortized debt issuance costs of $13.6 million and $6.8 million as of June 30, 2026 and December 31, 2025, respectively.
(f)The City Point Loan was repaid in June 2026 (Note 10). As of June 30, 2026 and December 31, 2025, the carrying amounts of the Company’s cash and cash equivalents, restricted cash, rents receivable, accounts payable, and certain financial instruments classified as Level 1 within other assets and other liabilities approximated their fair values. This approximation is due to the short-term nature and high liquidity of these instruments.
9. Commitments and Contingencies
The Company is involved in various matters of litigation arising out of, or incidental to, its business. While the Company is unable to predict with certainty the outcome of any particular matter, management does not expect, when such litigation is resolved, that the Company’s resulting exposure to loss contingencies, if any, will have a material adverse effect on its consolidated financial position or results of operations.
Commitments and Guaranties
The Operating Partnership is jointly and severally liable for the obligations under the Fund IV Term Loan, which may result in an obligation for the payment of principal, interest, and any other amounts due. As of June 30, 2026, the Company did not expect the Operating Partnership to make any payments under this arrangement. The outstanding balance of the facility was $52.3 million as of June 30, 2026 (Note 7).
Additionally, in connection with the refinancing of the La Frontera Village (Note 4) property mortgage loan of $57.0 million, which is collateralized by the investment property, Fund V guaranteed the joint venture’s obligation under the loan. Fund V acted as guarantor under the non-recourse carveout guaranty. At June 30, 2026 and December 31, 2025, $0.1 million and $0.1 million related to the guarantee was recorded as a liability in the Company’s Condensed Consolidated Balance Sheets, respectively.
Construction and Tenant Improvement Commitments
In conjunction with the development and expansion of various properties, the Company has entered into agreements with general contractors for the construction or development of properties aggregating approximately $39.1 million and $68.6 million, of which the Company’s share is $34.8 million and $64.8 million as of June 30, 2026 and December 31, 2025, respectively.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Additionally, the Company has committed to fund tenant improvements under executed leases totaling approximately $63.3 million and $44.1 million, as of June 30, 2026 and December 31, 2025, respectively. The Company’s share of these obligations is approximately $46.6 million and $37.1 million, respectively. The timing and amounts of these payments are uncertain and are subject to the satisfaction of certain performance conditions.
Insurance Coverage
The Company maintains insurance coverage on its properties in different types and amounts, with deductibles, that management believes are consistent with coverage typically carried by owners of similar properties.
10. Shareholders’ Equity, Noncontrolling Interests and Other Comprehensive Loss
Public Offerings
From time to time, the Company may offer its shares of beneficial interest through public offerings registered with the SEC or through private offerings pursuant to one or more exemptions from registration under the Securities Act. In connection with such offerings, the Company may issue and sell the offered shares upon settlement of the offering or, alternatively, enter into forward sale agreements with respect to all or a portion of the sold in such public offerings, pursuant to which the offered shares are borrowed by the forward sale purchasers and the issuance of such shares takes place upon settlement of the applicable forward sale agreement in accordance with its terms.
On June 11, 2026, the Company completed an offering of 9,000,000 Common Shares at an initial forward sale price of $21.80 per share. These shares are subject to forward sale agreements, which require settlement within one-year of the various effective dates. In connection with the offering, in July 2026, the underwriters partially exercised their over-allotment option, resulting in the issuance of an additional 242,996 Common Shares for an aggregate of 9,242,996 Common Shares subject to forward sale agreements. The Company did not initially receive any proceeds from the sale of Common Shares in the offering, which were sold to the underwriters by the forward purchasers or their respective affiliates. Assuming full physical settlement, the Company expects to receive net proceeds of approximately $201.1 million after deduction of estimated expenses.
ATM Program
The Company has an at-the-market equity issuance program (“ATM Program”) that provides the Company with an efficient vehicle for raising public equity capital to fund its needs.
During the six months ended June 30, 2026, the Company physically settled 6,209,562 Common Shares outstanding under the forward contracts pursuant to the ATM Program, and received proceeds of $128.0 million. This included settlements of $55.9 million in March and $72.1 million in June.
As of June 30, 2026, the Company had 8,529,275 Common Shares subject to forward sales agreements outstanding under its ATM Program at a weighted-average net offering price of $19.90 per share. All forward sales agreements require settlement within one-year of the various effective dates and are expected to result in net cash proceeds of approximately $167.9 million if the Company were to physically settle all outstanding Common Shares subject to forward sales agreements. An additional $199.1 million remains available for future share issuance under the ATM Program.
The Company did not receive any proceeds at the time it entered into each of the respective forward sale agreements. The Company determined that the ATM forward sales agreements qualify for equity classification and are therefore exempt from derivative accounting. Accordingly, the ATM forward sales agreements were recorded at fair value at inception, which was determined to be zero, with no subsequent fair value adjustments required.
Common Shares and Units
During the six months ended June 30, 2026, the Company withheld 6,546 shares of its restricted Common Shares (“Restricted Shares”) to pay the employees’ statutory minimum income tax withholding obligations upon vesting. For the three and six months ended June 30, 2026, the
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Company recognized $2.9 million and $9.3 million, respectively, of compensation expense in connection with Restricted Shares and Common OP Units (Note 13).
Share Repurchase Program
The Company maintains a share repurchase authorization of up to $200.0 million of outstanding Common Shares (the “Share Repurchase Program”), providing flexibility to return capital to shareholders when appropriate. No shares were repurchased during the six months ended June 30, 2026 or 2025. As of June 30, 2026, $122.5 million remains available under the Share Repurchase Program.
Dividends and Distributions
During each of the three months ended June 30, 2026 and 2025, the Company declared distributions of $0.20 per Common Share/OP Unit. During the six months ended June 30, 2026 and 2025, the Company declared aggregate distributions of $0.40 per Common Share/OP Unit in each period.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Noncontrolling Interests
The following tables summarize the change in the noncontrolling interests for the three and six months ended June 30, 2026 and 2025 (dollars in thousands, except per unit data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncontrolling Interests in Operating Partnership (a) |
|
|
Noncontrolling Interests in Partially-Owned Affiliates (b) |
|
|
Total |
|
|
Redeemable Noncontrolling Interests (c) |
|
Balance as of April 1, 2026 |
|
$ |
109,838 |
|
|
$ |
248,659 |
|
|
$ |
358,497 |
|
|
$ |
8,457 |
|
Distributions declared of $0.20 per Common OP Unit and distributions on Preferred OP Units |
|
|
(1,621 |
) |
|
|
— |
|
|
|
(1,621 |
) |
|
|
— |
|
Net income (loss) for the three months ended June 30, 2026 |
|
|
557 |
|
|
|
12,216 |
|
|
|
12,773 |
|
|
|
(981 |
) |
Conversion of 26,360 Common OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
(451 |
) |
|
|
— |
|
|
|
(451 |
) |
|
|
— |
|
Other comprehensive income - unrealized loss on valuation of swap agreements |
|
|
259 |
|
|
|
685 |
|
|
|
944 |
|
|
|
— |
|
Adjustment of redeemable non-controlling interest to estimated redemption value |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
3,868 |
|
Acquisition of noncontrolling interest (Note 10) |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
(8,627 |
) |
Reclassification of realized interest expense on swap agreements |
|
|
(1 |
) |
|
|
(165 |
) |
|
|
(166 |
) |
|
|
— |
|
City Point Loan accrued interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(2,373 |
) |
Noncontrolling interest contributions |
|
|
— |
|
|
|
1,732 |
|
|
|
1,732 |
|
|
|
4,155 |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
(33,108 |
) |
|
|
(33,108 |
) |
|
|
— |
|
Employee Long-term Incentive Plan Unit Awards |
|
|
3,064 |
|
|
|
— |
|
|
|
3,064 |
|
|
|
— |
|
Reallocation of noncontrolling interests (d) |
|
|
(1,963 |
) |
|
|
— |
|
|
|
(1,963 |
) |
|
|
— |
|
Balance as of June 30, 2026 |
|
$ |
109,682 |
|
|
$ |
230,019 |
|
|
$ |
339,701 |
|
|
$ |
4,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of April 1, 2025 |
|
$ |
95,628 |
|
|
$ |
369,158 |
|
|
$ |
464,786 |
|
|
$ |
25,897 |
|
Distributions declared of $0.20 per Common OP Unit and distributions on Preferred OP Units |
|
|
(1,447 |
) |
|
|
— |
|
|
|
(1,447 |
) |
|
|
— |
|
Net income (loss) for the three months ended June 30, 2025 |
|
|
175 |
|
|
|
(21,356 |
) |
|
|
(21,181 |
) |
|
|
(1,724 |
) |
Conversion of 23,118 Common OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
(395 |
) |
|
|
— |
|
|
|
(395 |
) |
|
|
— |
|
Other comprehensive income - unrealized gain on valuation of swap agreements |
|
|
(301 |
) |
|
|
(274 |
) |
|
|
(575 |
) |
|
|
— |
|
Reclassification of realized interest expense on swap agreements |
|
|
(4 |
) |
|
|
(596 |
) |
|
|
(600 |
) |
|
|
— |
|
City Point Loan accrued interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(3,009 |
) |
Noncontrolling interest contributions |
|
|
— |
|
|
|
377 |
|
|
|
377 |
|
|
|
10 |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
(4,875 |
) |
|
|
(4,875 |
) |
|
|
— |
|
Employee Long-term Incentive Plan Unit Awards |
|
|
2,969 |
|
|
|
— |
|
|
|
2,969 |
|
|
|
— |
|
Reallocation of noncontrolling interests (d) |
|
|
(2,026 |
) |
|
|
— |
|
|
|
(2,026 |
) |
|
|
— |
|
Balance as of June 30, 2025 |
|
$ |
94,599 |
|
|
$ |
342,434 |
|
|
$ |
437,033 |
|
|
$ |
21,174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncontrolling Interests in Operating Partnership (a) |
|
|
Noncontrolling Interests in Partially-Owned Affiliates (b) |
|
|
Total |
|
|
Redeemable Noncontrolling Interests (c) |
|
Balance as of January 1, 2026 |
|
$ |
92,482 |
|
|
$ |
302,189 |
|
|
$ |
394,671 |
|
|
$ |
9,113 |
|
Distributions declared of $0.40 per Common OP Unit and distributions on Preferred OP Units |
|
|
(3,242 |
) |
|
|
— |
|
|
|
(3,242 |
) |
|
|
— |
|
Net income (loss) for the six months ended June 30, 2026 |
|
|
2,056 |
|
|
|
120,049 |
|
|
|
122,105 |
|
|
|
(1,679 |
) |
Conversion of 43,971 Common OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
(751 |
) |
|
|
— |
|
|
|
(751 |
) |
|
|
— |
|
Other comprehensive income - unrealized loss on valuation of swap agreements |
|
|
412 |
|
|
|
2,173 |
|
|
|
2,585 |
|
|
|
— |
|
Consolidation of previously unconsolidated investment |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Reclassification of realized interest expense on swap agreements |
|
|
— |
|
|
|
(187 |
) |
|
|
(187 |
) |
|
|
— |
|
Adjustment of redeemable non-controlling interest to estimated redemption value |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
5,661 |
|
Acquisition of noncontrolling interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(8,627 |
) |
City Point Loan accrued interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4,119 |
) |
Noncontrolling interest contributions |
|
|
— |
|
|
|
1,738 |
|
|
|
1,738 |
|
|
|
4,155 |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
(195,943 |
) |
|
|
(195,943 |
) |
|
|
(5 |
) |
Employee Long-term Incentive Plan Unit Awards |
|
|
9,359 |
|
|
|
— |
|
|
|
9,359 |
|
|
|
— |
|
Reallocation of noncontrolling interests (d) |
|
|
9,366 |
|
|
|
— |
|
|
|
9,366 |
|
|
|
— |
|
Balance as of June 30, 2026 |
|
$ |
109,682 |
|
|
$ |
230,019 |
|
|
$ |
339,701 |
|
|
$ |
4,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of January 1, 2025 |
|
$ |
85,730 |
|
|
$ |
350,287 |
|
|
$ |
436,017 |
|
|
$ |
30,583 |
|
Distributions declared of $0.40 per Common OP Unit and distributions on Preferred OP Units |
|
|
(2,891 |
) |
|
|
— |
|
|
|
(2,891 |
) |
|
|
— |
|
Net income (loss) for the six months ended June 30, 2025 |
|
|
323 |
|
|
|
(33,100 |
) |
|
|
(32,777 |
) |
|
|
(3,393 |
) |
Conversion of 136,210 Common OP Units to Common Shares by limited partners of the Operating Partnership |
|
|
(2,113 |
) |
|
|
— |
|
|
|
(2,113 |
) |
|
|
— |
|
Other comprehensive income - unrealized gain on valuation of swap agreements |
|
|
(757 |
) |
|
|
(1,776 |
) |
|
|
(2,533 |
) |
|
|
— |
|
Consolidation of previously unconsolidated investment |
|
|
— |
|
|
|
29,573 |
|
|
|
29,573 |
|
|
|
— |
|
Reclassification of realized interest expense on swap agreements |
|
|
(18 |
) |
|
|
(1,244 |
) |
|
|
(1,262 |
) |
|
|
— |
|
City Point Loan accrued interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(6,026 |
) |
Noncontrolling interest contributions |
|
|
— |
|
|
|
8,368 |
|
|
|
8,368 |
|
|
|
10 |
|
Noncontrolling interest distributions |
|
|
— |
|
|
|
(9,674 |
) |
|
|
(9,674 |
) |
|
|
— |
|
Employee Long-term Incentive Plan Unit Awards |
|
|
5,446 |
|
|
|
— |
|
|
|
5,446 |
|
|
|
— |
|
Reallocation of noncontrolling interests (d) |
|
|
8,879 |
|
|
|
— |
|
|
|
8,879 |
|
|
|
— |
|
Balance as of June 30, 2025 |
|
$ |
94,599 |
|
|
$ |
342,434 |
|
|
$ |
437,033 |
|
|
$ |
21,174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)Noncontrolling interests in the Operating Partnership are comprised of (i) the limited partners’ 2,285,342 and 2,054,386 Common OP Units as of June 30, 2026 and 2025; (ii) 188 Series A Preferred OP Units as of June 30, 2026 and 2025; (iii) 66,519 Series C Preferred OP Units as of June 30, 2025, with none outstanding as of June 30, 2026; and (iv) 6,180,693 and 5,248,423 LTIP units as of June 30, 2026 and 2025, respectively, as discussed in the Amended and Restated 2020 Plan (Note 13). Distributions declared for Preferred OP Units are reflected in net income (loss) in the table above. (b)Noncontrolling interests in partially-owned affiliates comprise third-party interests in Funds II, III, IV and V, and nine other subsidiaries.
(c)Redeemable noncontrolling interests comprise third-party interests that have been granted put rights, as further described below.
(d)Adjustment reflects the difference between the fair value of the consideration received or paid and the book value of the Common Shares, Common OP Units, Preferred OP Units, and LTIP Units involving changes in ownership.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Redeemable Noncontrolling Interests
Williamsburg Portfolio
In connection with the Williamsburg Portfolio acquisition in February 2022, the venture partner has a one-time right to put its 50.01% interest in the property to the Company for redemption at fair value after five years have passed (“Williamsburg NCI”). As it was unlikely as of the acquisition date that the venture partner would receive any consideration on redemption due to the Company’s preferential returns, the initial fair value of the Williamsburg NCI was determined to be zero. As of June 30, 2026, the fair value of the Williamsburg NCI was zero.
City Point Loan
In August 2022, the Company provided a loan of $65.9 million (“City Point Loan”) to the other Fund II investors in City Point to fund their pro-rata contribution required to complete the refinancing of the City Point debt. The City Point Loan was collateralized by the investors’ equity in City Point (“City Point NCI”) and, because it was granted in return for a capital contribution, it was presented as a reduction of the City Point NCI balance on the Company’s Condensed Consolidated Balance Sheets. In connection with the City Point Loan, each investor received a one-time right, beginning in August 2023, to put its City Point NCI to the Company for redemption in exchange for settlement of its proportionate share of the City Point Loan plus either (i) a fixed cash amount or (ii) a cash amount equal to the value of a fixed number of the Company’s Common Shares on the trading day prior to election (“Redemption Value”). Accordingly, the City Point NCI, net of the City Point Loan, was classified as Redeemable noncontrolling interests on the Company’s Condensed Consolidated Balance Sheets.
During the three months ended June 30, 2026, the Company acquired the remaining interests of the other Fund II investors in City Point for total consideration of $67.1 million, comprised of the assumption of the remaining investors’ portion of the City Point Loan and accrued interest balance of $58.5 million and a cash payment of $8.6 million. Following the transaction, the Company owns 100% of Fund II (Note 1). As the Company retained control of the subsidiary, no gain or loss was recognized in the Condensed Consolidated Statement of Operations.
For the six months ended June 30, 2026, the Company recorded aggregate adjustments of $5.6 million to increase the carrying value of the City Point NCI to its Redemption Value. Because the redemption feature was not based on fair value, these adjustments were recorded as reductions of net income attributable to Acadia shareholders in the calculation of earnings per share (Note 14).
8833 Beverly Boulevard
In July 2023, the Company entered into a limited partnership agreement to own and operate the 8833 Beverly Boulevard property. Following the formation of the partnership, the Company retained a 97.0% controlling interest. At a future point in time, either party may elect a buy-out right, where either the Company may purchase the venture partner’s interest, or the venture partner may sell its 3.0% interest in the partnership (the “8833 Beverly NCI”) to the Company for fair value. As a result of these redemption rights, the 8833 Beverly NCI was initially recorded at fair value.
As of June 30, 2026, the Company recorded an adjustment of $0.2 million to adjust the carrying value of the NCI to its redemption value. As this interest is redeemable at fair value, the adjustment to redemption value was recognized as an adjustment to Additional Paid-in Capital and had no impact on consolidated Net (loss) income, or Net income attributable to Acadia shareholders in the Company’s Condensed Consolidated Statements of Operations.
Henderson
In May 2026, the Company entered into a limited liability company agreement to own and operate the Henderson JV, a mixed-use ground-up development project located on N. Henderson Avenue in Dallas, Texas. The Company retained a 95.0% controlling interest, with the venture partner holding a 5.0% interest (the “Henderson NCI”). The Henderson JV was determined to be a VIE for which the Company is the primary beneficiary, as the Company has both the power to direct the activities that most significantly impact the Henderson JV’s economic performance and the obligation to absorb losses or right to receive benefits that could be significant to the Henderson JV. Accordingly, as the development project was wholly-owned prior to this transaction, the Henderson JV continues to be consolidated in the Company’s Condensed Consolidated Financial Statements (Note 15).
The venture partner holds a one-time right to require the Company to purchase all or a portion of the Henderson NCI for cash at fair value during the 24-month period following stabilization of the project. Following the expiration of that period, the Company may require the venture partner to sell its interest to the Company at fair value. Because redemption is exercisable at the option of the venture partner and is outside the Company’s control, the Henderson NCI is classified as Redeemable noncontrolling interests on the Company’s Condensed Consolidated Balance Sheets.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The Henderson NCI is measured at the greater of its carrying amount or redemption value. Adjustments to redemption value are recognized through Additional Paid-in Capital when the redemption becomes probable. As of June 30, 2026, no adjustment to redemption value was required.
Preferred OP Units
In 1999, the Operating Partnership issued 1,580 Series A Preferred OP Units in connection with the acquisition of a property, which have a stated value of $1,000 per unit, and are entitled to a preferred quarterly distribution of the greater of (i) $22.50 (9.00% annually) per Series A Preferred OP Unit or (ii) the quarterly distribution attributable to a Series A Preferred OP Unit if such unit was converted into a Common OP Unit. Through June 30, 2026, 1,392 Series A Preferred OP Units were converted into 185,600 Common OP Units and then into Common Shares. The 188 remaining Series A Preferred OP Units are currently convertible into Common OP Units based on the stated value divided by $7.50. Either the Company or the holders can currently call for the conversion of the Series A Preferred OP Units at the lesser of $7.50 or the market price of the Common Shares as of the conversion date.
11. Leases
As Lessor
As of June 30, 2026, the Company was party to approximately 1,000 leases, which include both properties owned directly and those operated under long-term ground leases. These lease agreements have contractual terms that extend through January 31, 2099, and many include tenant renewal options. Certain leases also provide tenants with early termination rights. During the three and six months ended June 30, 2026 and 2025, no single tenant or property collectively comprised more than 10% of the Company’s total revenues.
Lease terms generally range from one month to sixty years. In addition to fixed base rent, many leases include provisions for variable lease payments, such as reimbursements for operating expenses and rent based on a percentage of the tenant’s sales volume.
The following table presents the components of rental revenue, disaggregated into fixed and variable lease income (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
Fixed lease revenue |
$ |
73,187 |
|
|
$ |
78,871 |
|
|
$ |
151,880 |
|
|
$ |
163,074 |
|
Variable lease revenue |
|
18,001 |
|
|
|
19,426 |
|
|
|
37,876 |
|
|
|
37,863 |
|
Total rental revenue |
$ |
91,188 |
|
|
$ |
98,297 |
|
|
$ |
189,756 |
|
|
$ |
200,937 |
|
The following table summarizes the Company’s scheduled future minimum rental revenues under non-cancelable tenant leases with remaining terms greater than one year, as of June 30, 2026. These amounts assume no new or renegotiated leases or exercise of renewal options not deemed reasonably certain (in thousands):
|
|
|
|
|
|
|
|
|
Year Ending December 31, |
|
Minimum Rental Revenues |
|
2026 (Remainder) |
|
$ |
131,590 |
|
2027 |
|
|
268,438 |
|
2028 |
|
|
247,660 |
|
2029 |
|
|
219,274 |
|
2030 |
|
|
192,923 |
|
Thereafter |
|
|
738,831 |
|
Total |
|
$ |
1,798,716 |
|
During the six months ended June 30, 2025, the Company recognized $8.4 million as rental and termination income related to a lease termination at City Center, a REIT Portfolio property, which is included in Other revenue on the Company’s Condensed Consolidated Statements of Operations.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
As Lessee
The following table summarizes the Company’s scheduled future minimum rental payments under non-cancelable leases as of June 30, 2026 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
Minimum Rental Payments |
|
Year Ending December 31, |
|
Operating Leases (a) |
|
|
Finance Leases (a) |
|
2026 (Remainder) |
|
$ |
2,856 |
|
|
$ |
681 |
|
2027 |
|
|
4,849 |
|
|
|
1,350 |
|
2028 |
|
|
4,646 |
|
|
|
1,396 |
|
2029 |
|
|
4,121 |
|
|
|
1,415 |
|
2030 |
|
|
4,077 |
|
|
|
1,495 |
|
Thereafter |
|
|
8,988 |
|
|
|
153,824 |
|
|
|
|
29,537 |
|
|
|
160,161 |
|
Interest |
|
|
(5,685 |
) |
|
|
(127,667 |
) |
Total |
|
$ |
23,852 |
|
|
$ |
32,494 |
|
(a)Minimum rental payments include $5.7 million of interest related to operating leases and $127.7 million related to finance leases. These amounts exclude lease renewal options that are not reasonably certain to be exercised.
The following table summarizes additional lease cost information for the Company’s lessee arrangements (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
|
Lease Cost |
|
|
|
|
|
|
|
|
|
|
|
|
Finance lease cost: |
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of right-of-use assets |
$ |
373 |
|
|
$ |
373 |
|
|
$ |
747 |
|
|
$ |
747 |
|
|
Interest on lease liabilities |
|
525 |
|
|
|
513 |
|
|
|
1,047 |
|
|
|
1,025 |
|
|
Subtotal |
|
898 |
|
|
|
886 |
|
|
|
1,794 |
|
|
|
1,772 |
|
|
Operating lease cost |
|
1,318 |
|
|
|
1,409 |
|
|
|
2,635 |
|
|
|
2,715 |
|
|
Variable lease cost |
|
48 |
|
|
|
105 |
|
|
|
85 |
|
|
|
194 |
|
|
Total lease cost |
$ |
2,264 |
|
|
$ |
2,400 |
|
|
$ |
4,514 |
|
|
$ |
4,681 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Paid |
|
|
|
|
|
|
|
|
|
|
|
|
Payments of operating lease obligations - operating activities |
$ |
1,421 |
|
|
$ |
1,366 |
|
|
$ |
2,794 |
|
|
$ |
2,731 |
|
|
Payments of interest on finance lease obligations - operating activities |
|
525 |
|
|
|
513 |
|
|
|
1,046 |
|
|
|
1,025 |
|
|
Payments of finance lease obligations - financing activities |
|
317 |
|
|
|
132 |
|
|
|
665 |
|
|
|
378 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, |
|
|
|
2026 |
|
|
2025 |
|
Other Information |
|
|
|
|
|
|
Weighted-average remaining lease term - finance leases (years) |
|
|
56.1 |
|
|
|
56.5 |
|
Weighted-average remaining lease term - operating leases (years) |
|
|
7.9 |
|
|
|
8.3 |
|
Weighted-average discount rate - finance leases |
|
|
6.5 |
% |
|
|
6.5 |
% |
Weighted-average discount rate - operating leases |
|
|
5.2 |
% |
|
|
5.1 |
% |
During the six months ended June 30, 2025, the Company entered into a new corporate office lease and recorded a right-of-use assets - operating lease and corresponding lease liability - operating lease of $2.1 million.
12. Segment Reporting
The Company has identified three reportable segments: REIT Portfolio, Investment Management and Structured Financing. The Company’s Chief Operating Decision Maker (“CODM”), its Chief Executive Officer, evaluates the performance of these segments and allocates resources based on financial information presented at the segment level. The CODM primarily uses net income as the key measure of segment profitability, as it reflects a comprehensive view of the segments’ financial performance, including all revenues and expenses.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The Company’s REIT Portfolio segment consists primarily of high-quality retail properties located primarily in high-barrier-to-entry, densely-populated metropolitan areas with a long-term investment horizon. The Company’s Investment Management segment holds primarily retail real estate in which the Company co-invests with high-quality institutional investors. The Company’s Structured Financing segment consists of earnings and expenses related to notes and mortgages receivable (Note 3).
Fees earned by the Company as the general partner or managing member through consolidated Investment Management entities are eliminated in the Company’s Condensed Consolidated Financial Statements and are not presented in the Company’s segments.
The following tables present selected financial information for each reportable segment (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended June 30, 2026 |
|
|
|
REIT Portfolio |
|
|
Investment Management |
|
|
Structured Financing |
|
|
Unallocated |
|
|
Total |
|
Rental revenue |
|
$ |
65,944 |
|
|
$ |
25,244 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
91,188 |
|
Other revenue |
|
|
1,030 |
|
|
|
3,205 |
|
|
|
— |
|
|
|
— |
|
|
|
4,235 |
|
Depreciation and amortization expenses |
|
|
(23,973 |
) |
|
|
(11,189 |
) |
|
|
— |
|
|
|
— |
|
|
|
(35,162 |
) |
Property operating expenses |
|
|
(9,956 |
) |
|
|
(7,083 |
) |
|
|
— |
|
|
|
— |
|
|
|
(17,039 |
) |
Real estate taxes |
|
|
(10,018 |
) |
|
|
(2,717 |
) |
|
|
— |
|
|
|
— |
|
|
|
(12,735 |
) |
General and administrative expenses |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(11,782 |
) |
|
|
(11,782 |
) |
Impairment charges |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Gain (loss) on disposition of properties |
|
|
(416 |
) |
|
|
4,385 |
|
|
|
— |
|
|
|
— |
|
|
|
3,969 |
|
Operating income |
|
|
22,611 |
|
|
|
11,845 |
|
|
|
— |
|
|
|
(11,782 |
) |
|
|
22,674 |
|
Interest income |
|
|
— |
|
|
|
— |
|
|
|
6,557 |
|
|
|
— |
|
|
|
6,557 |
|
Equity in (losses) earnings of unconsolidated affiliates |
|
|
(80 |
) |
|
|
14,009 |
|
|
|
— |
|
|
|
— |
|
|
|
13,929 |
|
Interest expense |
|
|
(12,090 |
) |
|
|
(8,053 |
) |
|
|
— |
|
|
|
— |
|
|
|
(20,143 |
) |
Realized and unrealized holding (losses) gains on investments and other |
|
|
(33 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(33 |
) |
Income tax provision |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(154 |
) |
|
|
(154 |
) |
Net income |
|
|
10,408 |
|
|
|
17,801 |
|
|
|
6,557 |
|
|
|
(11,936 |
) |
|
|
22,830 |
|
Net loss attributable to redeemable noncontrolling interests |
|
|
— |
|
|
|
981 |
|
|
|
— |
|
|
|
— |
|
|
|
981 |
|
Net income attributable to noncontrolling interests |
|
|
(435 |
) |
|
|
(12,338 |
) |
|
|
— |
|
|
|
— |
|
|
|
(12,773 |
) |
Net income attributable to Acadia shareholders |
|
$ |
9,973 |
|
|
$ |
6,444 |
|
|
$ |
6,557 |
|
|
$ |
(11,936 |
) |
|
$ |
11,038 |
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended June 30, 2025 |
|
|
|
REIT Portfolio |
|
|
Investment Management |
|
|
Structured Financing |
|
|
Unallocated |
|
|
Total |
|
Rental revenue |
|
$ |
57,699 |
|
|
$ |
40,598 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
98,297 |
|
Other revenue |
|
|
604 |
|
|
|
1,691 |
|
|
|
— |
|
|
|
— |
|
|
|
2,295 |
|
Depreciation and amortization expenses |
|
|
(22,446 |
) |
|
|
(16,823 |
) |
|
|
— |
|
|
|
— |
|
|
|
(39,269 |
) |
Property operating expenses |
|
|
(8,639 |
) |
|
|
(8,885 |
) |
|
|
— |
|
|
|
— |
|
|
|
(17,524 |
) |
Real estate taxes |
|
|
(8,780 |
) |
|
|
(4,537 |
) |
|
|
— |
|
|
|
— |
|
|
|
(13,317 |
) |
General and administrative expenses |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(11,532 |
) |
|
|
(11,532 |
) |
Impairment charges |
|
|
— |
|
|
|
(18,190 |
) |
|
|
— |
|
|
|
— |
|
|
|
(18,190 |
) |
Operating income (loss) |
|
|
18,438 |
|
|
|
(6,146 |
) |
|
|
— |
|
|
|
(11,532 |
) |
|
|
760 |
|
Interest income |
|
|
— |
|
|
|
— |
|
|
|
6,358 |
|
|
|
— |
|
|
|
6,358 |
|
Equity in losses of unconsolidated affiliates |
|
|
(522 |
) |
|
|
(3,669 |
) |
|
|
— |
|
|
|
— |
|
|
|
(4,191 |
) |
Interest expense |
|
|
(9,555 |
) |
|
|
(14,049 |
) |
|
|
— |
|
|
|
— |
|
|
|
(23,604 |
) |
Realized and unrealized holding (losses) gains on investments and other |
|
|
(411 |
) |
|
|
— |
|
|
|
357 |
|
|
|
— |
|
|
|
(54 |
) |
Income tax provision |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(211 |
) |
|
|
(211 |
) |
Net income (loss) |
|
|
7,950 |
|
|
|
(23,864 |
) |
|
|
6,715 |
|
|
|
(11,743 |
) |
|
|
(20,942 |
) |
Net loss attributable to redeemable noncontrolling interests |
|
|
— |
|
|
|
1,724 |
|
|
|
— |
|
|
|
— |
|
|
|
1,724 |
|
Net loss attributable to noncontrolling interests |
|
|
136 |
|
|
|
21,045 |
|
|
|
— |
|
|
|
— |
|
|
|
21,181 |
|
Net income attributable to Acadia shareholders |
|
$ |
8,086 |
|
|
$ |
(1,095 |
) |
|
$ |
6,715 |
|
|
$ |
(11,743 |
) |
|
$ |
1,963 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of or for the Six Months Ended June 30, 2026 |
|
|
|
REIT Portfolio |
|
|
Investment Management |
|
|
Structured Financing |
|
|
Unallocated |
|
|
Total |
|
Rental revenue |
|
$ |
128,558 |
|
|
$ |
61,198 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
189,756 |
|
Other revenue |
|
|
1,629 |
|
|
|
7,030 |
|
|
|
— |
|
|
|
— |
|
|
|
8,659 |
|
Depreciation and amortization expenses |
|
|
(48,344 |
) |
|
|
(26,973 |
) |
|
|
— |
|
|
|
— |
|
|
|
(75,317 |
) |
Property operating expenses |
|
|
(20,255 |
) |
|
|
(15,033 |
) |
|
|
— |
|
|
|
— |
|
|
|
(35,288 |
) |
Real estate taxes |
|
|
(19,372 |
) |
|
|
(6,285 |
) |
|
|
— |
|
|
|
— |
|
|
|
(25,657 |
) |
General and administrative expenses |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
(27,085 |
) |
|
|
(27,085 |
) |
Impairment charges |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Gain on disposition of properties |
|
|
(416 |
) |
|
|
146,533 |
|
|
|
— |
|
|
|
— |
|
|
|
146,117 |
|
Operating income |
|
|
41,800 |
|
|
|
166,470 |
|
|
|
— |
|
|
|
(27,085 |
) |
|
|
181,185 |
|
Interest income |
|
|
— |
|
|
|
— |
|
|
|
11,345 |
|
|
|
— |
|
|
|
11,345 |
|
Equity in (losses) earnings of unconsolidated affiliates |
|
|
(30 |
) |
|
|
12,451 |
|
|
|
— |
|
|
|
— |
|
|
|
12,421 |
|
Interest expense |
|
|
(24,393 |
) |
|
|
(17,802 |
) |
|
|
— |
|
|
|
— |
|
|
|
(42,195 |
) |
Realized and unrealized holding (losses) gains on investments and other |
|
|
(649 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(649 |
) |
Income tax provision |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(166 |
) |
|
|
(166 |
) |
Net income |
|
|
16,728 |
|
|
|
161,119 |
|
|
|
11,345 |
|
|
|
(27,251 |
) |
|
|
161,941 |
|
Net loss attributable to redeemable noncontrolling interests |
|
|
— |
|
|
|
1,679 |
|
|
|
— |
|
|
|
— |
|
|
|
1,679 |
|
Net income attributable to noncontrolling interests |
|
|
(1,671 |
) |
|
|
(120,434 |
) |
|
|
— |
|
|
|
— |
|
|
|
(122,105 |
) |
Net income attributable to Acadia shareholders |
|
$ |
15,057 |
|
|
$ |
42,364 |
|
|
$ |
11,345 |
|
|
$ |
(27,251 |
) |
|
$ |
41,515 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate at cost (a) |
|
$ |
3,569,687 |
|
|
$ |
1,306,786 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
4,876,473 |
|
Total assets (a) |
|
$ |
3,355,631 |
|
|
$ |
1,107,375 |
|
|
$ |
154,501 |
|
|
$ |
— |
|
|
$ |
4,617,507 |
|
Cash paid for acquisition of real estate |
|
$ |
196,302 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
196,302 |
|
Cash paid for development and property improvement costs |
|
$ |
50,832 |
|
|
$ |
6,457 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
57,289 |
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of or for the Six Months Ended June 30, 2025 |
|
|
|
REIT Portfolio |
|
|
Investment Management |
|
|
Structured Financing |
|
|
Unallocated |
|
|
Total |
|
Rental revenue |
|
$ |
121,473 |
|
|
$ |
79,464 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
200,937 |
|
Other revenue |
|
|
1,287 |
|
|
|
2,762 |
|
|
|
— |
|
|
|
— |
|
|
|
4,049 |
|
Depreciation and amortization expenses |
|
|
(46,129 |
) |
|
|
(32,580 |
) |
|
|
— |
|
|
|
— |
|
|
|
(78,709 |
) |
Property operating expenses |
|
|
(18,192 |
) |
|
|
(17,612 |
) |
|
|
— |
|
|
|
— |
|
|
|
(35,804 |
) |
Real estate taxes |
|
|
(17,738 |
) |
|
|
(8,882 |
) |
|
|
— |
|
|
|
— |
|
|
|
(26,620 |
) |
General and administrative expenses |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(23,129 |
) |
|
|
(23,129 |
) |
Impairment charges |
|
|
— |
|
|
|
(24,640 |
) |
|
|
— |
|
|
|
— |
|
|
|
(24,640 |
) |
Operating income (loss) |
|
|
40,701 |
|
|
|
(1,488 |
) |
|
|
— |
|
|
|
(23,129 |
) |
|
|
16,084 |
|
Interest income |
|
|
— |
|
|
|
— |
|
|
|
12,454 |
|
|
|
— |
|
|
|
12,454 |
|
Equity in earnings (losses) of unconsolidated affiliates |
|
|
(209 |
) |
|
|
(5,695 |
) |
|
|
— |
|
|
|
— |
|
|
|
(5,904 |
) |
Interest expense |
|
|
(18,934 |
) |
|
|
(27,917 |
) |
|
|
— |
|
|
|
— |
|
|
|
(46,851 |
) |
Loss on change in control |
|
|
(9,622 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,622 |
) |
Realized and unrealized holding losses on investments and other |
|
|
1,374 |
|
|
|
— |
|
|
|
193 |
|
|
|
— |
|
|
|
1,567 |
|
Income tax provision |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(327 |
) |
|
|
(327 |
) |
Net income (loss) |
|
|
13,310 |
|
|
|
(35,100 |
) |
|
|
12,647 |
|
|
|
(23,456 |
) |
|
|
(32,599 |
) |
Net loss attributable to redeemable noncontrolling interests |
|
|
— |
|
|
|
3,393 |
|
|
|
— |
|
|
|
— |
|
|
|
3,393 |
|
Net loss attributable to noncontrolling interests |
|
|
345 |
|
|
|
32,432 |
|
|
|
— |
|
|
|
— |
|
|
|
32,777 |
|
Net income attributable to Acadia shareholders |
|
$ |
13,655 |
|
|
$ |
725 |
|
|
$ |
12,647 |
|
|
$ |
(23,456 |
) |
|
$ |
3,571 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate at cost (a) |
|
$ |
3,281,496 |
|
|
$ |
1,815,145 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
5,096,641 |
|
Total assets (a) |
|
$ |
3,112,930 |
|
|
$ |
1,607,957 |
|
|
$ |
154,682 |
|
|
$ |
— |
|
|
$ |
4,875,569 |
|
Cash paid for acquisition of real estate |
|
$ |
276,852 |
|
|
$ |
67,795 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
344,647 |
|
Cash paid for development and property improvement costs |
|
$ |
42,030 |
|
|
$ |
5,498 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
47,528 |
|
(a)Total assets for the Investment Management segment include $516.1 million and $533.7 million related to Fund II’s City Point property as of June 30, 2026 and 2025, respectively.
13. Share Incentive and Other Compensation
The Amended and Restated 2020 Share Incentive Plan (the “Amended and Restated 2020 Plan”), as approved by the Board and the Company’s shareholders, authorizes the issuance of up to 3,883,564 Common Shares. The Amended and Restated 2020 Plan allows for the issuance of options, Restricted Shares, LTIP Units, and other securities (collectively, the “Awards”) to, among others, the Company’s officers, trustees, and employees. As of June 30, 2026 a total of 1,269,950 shares remained available for issuance under the Amended and Restated 2020 Plan.
As of June 30, 2026, there was $27.3 million of total unrecognized compensation cost related to unvested share-based compensation arrangements granted under the Amended and Restated 2020 Plan. That cost is expected to be recognized over a weighted-average period of 1.6 years.
The total fair value of Restricted Shares that vested during the six months ended June 30, 2026 and the year ended December 31, 2025, was $0.7 million and $0.7 million, respectively. The total fair value of LTIP Units that vested (LTIP units vest primarily during the first quarter) during the six months ended June 30, 2026 and the year ended December 31, 2025, was $15.6 million and $9.9 million, respectively.
During the six months ended June 30, 2026, the Company issued 593,577 time-based LTIP Units and 25,350 time-based restricted share units (“Restricted Share Units”), to employees of the Company pursuant to the Amended and Restated 2020 Plan.
Additionally, the Company awarded 360,666 performance-based LTIP Units and 368 performance-based Restricted Share Units. These awards were measured at their fair value on the grant date.
For valuation of the 2026 and 2025 performance-based award grants, a Monte Carlo simulation was used to estimate the fair values of the grants. The assumptions include volatility (24.0% and 29.0%) and risk-free interest rates (3.6% and 4.4%) for 2026 and 2025, respectively. The total fair value of the 2026 and 2025 grants will be expensed on a graded vesting basis over the vesting period of the award.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The weighted-average grant date fair value for Restricted Shares and LTIP Units granted for the six months ended June 30, 2026 and the year ended December 31, 2025 were $17.33 and $21.29, respectively. The total fair value of the above Restricted Share Units and LTIP Units as of the grant date was $15.2 million for the six months ended June 30, 2026 and $14.7 million for the year ended December 31, 2025. Total long-term incentive compensation expense, including the expense related to the Amended and Restated 2020 Plan, was $3.0 million and $2.9 million for the three months ended June 30, 2026 and 2025, respectively, and was $9.3 million and $5.3 million for the six months ended June 30, 2026 and 2025, respectively, and is recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations.
In addition, members of the Board have been issued shares and units under the Amended and Restated 2020 Plan. During the six months ended June 30, 2026, the Company issued 29,202 LTIP Units and 21,954 Restricted Share Units to Trustees of the Company. Total trustee fee expense, including the expense related to the Amended and Restated 2020 Plan, was $0.4 million and $0.4 million for the three months ended June 30, 2026 and 2025, respectively, and $0.8 million and $0.7 million for the six months ended June 30, 2026 and 2025, respectively, and is recorded in General and administrative expenses in the Condensed Consolidated Statements of Operations.
14. Earnings Per Common Share
The Company’s unvested LTIP Units are entitled to non-forfeitable dividend equivalent rights and are therefore considered participating securities. Accordingly, basic earnings per Common Share is computed using the two-class method. Diluted earnings per Common Share reflects the potential dilutive effect of Restricted Share Units issued under the Company’s Amended and Restated 2020 Plan (Note 13), and the shares issuable upon settlement of any outstanding forward sale agreements (Note 10), calculated using the treasury stock method. The assumed conversion of Common Operating Partnership Units is excluded from both basic and diluted earnings per Common Share, as the related income is reflected as noncontrolling interests and their conversion would have no net impact on diluted earnings per Common Share.
For the three and six months ended June 30, 2026, the Series A Preferred Operating Partnership Units were dilutive and are therefore included in the denominator for diluted earnings per Common Share. For the three and six months ended June 30, 2025, the Series A Preferred Operating Partnership Units were anti-dilutive and are therefore excluded from the computation of diluted earnings per Common Share.
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
(dollars in thousands, except per share data) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
Numerator: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Acadia shareholders |
|
$ |
11,038 |
|
|
$ |
1,963 |
|
|
$ |
41,515 |
|
|
$ |
3,571 |
|
Less: adjustment of redeemable non-controlling interest to estimated redemption value (Note 10) |
|
|
(3,868 |
) |
|
|
— |
|
|
|
(5,661 |
) |
|
|
— |
|
Less: net income attributable to participating securities |
|
|
(332 |
) |
|
|
(338 |
) |
|
|
(665 |
) |
|
|
(677 |
) |
Income from continuing operations net of income attributable to participating securities for basic earnings per share |
|
$ |
6,838 |
|
|
$ |
1,625 |
|
|
$ |
35,189 |
|
|
$ |
2,894 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares for basic earnings per share |
|
|
133,626,890 |
|
|
|
130,981,401 |
|
|
|
132,443,666 |
|
|
|
126,181,730 |
|
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Series A Preferred OP Units |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Employee unvested restricted shares |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Assumed settlement of forward sales agreements (Note 10) |
|
|
198,047 |
|
|
|
— |
|
|
|
198,047 |
|
|
|
— |
|
Denominator for diluted earnings per share |
|
|
133,824,937 |
|
|
|
130,981,401 |
|
|
|
132,641,713 |
|
|
|
126,181,730 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per Common Share from continuing operations attributable to Acadia shareholders |
|
$ |
0.05 |
|
|
$ |
0.01 |
|
|
$ |
0.27 |
|
|
$ |
0.02 |
|
Diluted earnings per Common Share from continuing operations attributable to Acadia shareholders |
|
$ |
0.05 |
|
|
$ |
0.01 |
|
|
$ |
0.27 |
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Anti-Dilutive Shares Excluded from Denominator: |
|
|
|
|
|
|
|
|
|
|
|
|
Series A Preferred OP Units |
|
|
— |
|
|
|
188 |
|
|
|
— |
|
|
|
188 |
|
Series A Preferred OP Units - Common share equivalent |
|
|
— |
|
|
|
25,067 |
|
|
|
— |
|
|
|
25,067 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series C Preferred OP Units |
|
|
— |
|
|
|
66,519 |
|
|
|
— |
|
|
|
66,519 |
|
Series C Preferred OP Units - Common share equivalent |
|
|
— |
|
|
|
230,967 |
|
|
|
— |
|
|
|
230,967 |
|
Restricted shares |
|
|
— |
|
|
|
79,358 |
|
|
|
— |
|
|
|
79,358 |
|
Shares outstanding under the forward sales agreement (Note 10) |
|
|
9,000,000 |
|
|
|
2,445,106 |
|
|
|
9,000,000 |
|
|
|
2,445,106 |
|
ACADIA REALTY TRUST AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
15. Variable Interest Entities
The Company consolidates certain VIEs in which it has determined it is the primary beneficiary. As of June 30, 2026, the Company had identified nine consolidated VIEs, including the Operating Partnership and the Funds.
Excluding the Operating Partnership and the Funds, the Company’s consolidated VIEs include in-service REIT Portfolio operating properties: the Williamsburg Portfolio, 239 Greenwich Avenue, 8833 Beverly Boulevard, the Renaissance Portfolio, and the Henderson Avenue Development Project. The following table presents the assets and liabilities of the consolidated VIEs included in the Condensed Consolidated Balance sheets (in thousands):
|
|
|
|
|
|
|
|
|
(in thousands) |
|
June 30, 2026 |
|
|
December 31, 2025 |
|
VIE ASSETS |
|
|
|
|
|
|
Operating real estate, net |
|
$ |
1,001,997 |
|
|
$ |
1,768,555 |
|
Investments in and advances to unconsolidated affiliates |
|
|
37,093 |
|
|
|
53,255 |
|
Other assets, net |
|
|
41,023 |
|
|
|
78,266 |
|
Right-of-use assets - operating leases, net |
|
|
1,300 |
|
|
|
1,539 |
|
Cash and cash equivalents |
|
|
27,241 |
|
|
|
30,429 |
|
Restricted cash |
|
|
6,998 |
|
|
|
6,517 |
|
Rents receivable, net |
|
|
11,884 |
|
|
|
29,324 |
|
Assets of property held for sale |
|
|
6,835 |
|
|
|
— |
|
Total VIE assets (a) |
|
$ |
1,134,371 |
|
|
$ |
1,967,885 |
|
|
|
|
|
|
|
|
VIE LIABILITIES |
|
|
|
|
|
|
Mortgage and other notes payable, net |
|
$ |
380,952 |
|
|
$ |
793,840 |
|
Unsecured notes payable, net |
|
|
52,250 |
|
|