Co-Venture Arrangement:

On September 30, 2009, the Company formed a joint venture, whereby a third party acquired a 49.9% interest in Freehold Raceway Mall, a 1,671,000 square foot regional shopping center in Freehold, New Jersey, and Chandler Fashion Center, a 1,318,000 square foot regional shopping center in Chandler, Arizona.

As a result of the Company having certain rights under the agreement to repurchase the assets after the seventh year of the venture formation, the transaction did not qualify for sale treatment. The Company, however, is not obligated to repurchase the assets. The transaction has been accounted for as a profit-sharing arrangement, and accordingly the assets, liabilities and operations of the properties remain on the books of the Company and a co-venture obligation was established for the amount of $168,154, representing the net cash proceeds received from the third party less costs allocated to the warrant. The co-venture obligation was increased for the allocation of income to the co-venture partner and decreased for distributions to the co-venture partner. On October 19, 2017, the joint venture replaced the existing loan on Freehold Raceway Mall with a new $400,000 loan. The subsequent distribution of a share of the net proceeds from the refinancing to the outside partner exceeded the co-venture obligation.

At December 31, 2017 and 2016, the Company had the following asset and liability related to the co-venture arrangement:



	2017		2016
Asset—Distributions in excess of co-venture obligation(1)	$	31,150	$	—
Liability—Co-venture obligation	$	—	$	58,973

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(1)	See Note 8—Deferred Charges and Other Assets, net