ACADIA REALTY TRUST
For the period ended Jun 30, 2025. Filed Jul 30, 2025.
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Jun 30, 2025 · Filed Jul 30, 2025
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Notes to Condensed Consolidated Financial Statements (Unaudited)
- 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 REIT 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.
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, 2025 and December 31, 2024, 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 limited partners primarily consist 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 aone-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.”
As of June 30, 2025, the Company held ownership interests in 167 properties (including properties in various stages of development and redevelopment) within its core portfolio (“Core” or the “Core Portfolio”), which includes properties either wholly owned or partially owned through joint ventures by the Operating Partnership or subsidiaries, excluding properties owned through the Investment Management platform.
The Company also held ownership interests in 51 properties through its Investment Management platform (“Investment Management”), which facilitates investments in primarily opportunistic and value-add retail real estate alongside institutional partners. Active investments are held through the following 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”). The Company consolidates the Funds as variable interest entities (“VIE”) as it is the primary beneficiary, having (i) the power to direct the activities that most significantly impact the Funds’ economic performance, (ii) the obligation to absorb the Funds’ losses, and (iii) the right to receive benefits from the Funds that could potentially be significant.
As part of the Investment Management platform, the Company also holds equity method investments in three unconsolidated co-investment vehicles, through partnerships with large institutional investors. The Company holds significant equity ownership, ranging from 5% to 20%, in each venture. These investments are individually negotiated and may result in varying economic terms.
The 218 Core Portfolio and Investment Management properties primarily consist of street and urban retail, and suburban shopping centers.
The Operating Partnership serves as the sole general partner or managing member of the Funds and earns fees or priority distributions for asset management, property management, construction, development, leasing, and legal services. 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.
The following table summarizes the general terms and Operating Partnership’s equity interests in the Funds (dollars in millions):
| Entity | FormationDate | OperatingPartnershipShare ofCapital | Capital Called as of June 30, 2025 (a) | UnfundedCommitment (a) | Equity InterestHeld ByOperatingPartnership (b) | PreferredReturn | Total Distributions as of June 30, 2025 (a) |
|---|---|---|---|---|---|---|---|
| Fund II | 6/2004 | 61.67% | $559.4 | $0.0 | 61.67% | 8% | $172.9 |
| Fund III | 5/2007 | 24.54% | 448.6 | 1.4 | 24.54% | 6% | 603.5 |
| Fund IV | 5/2012 | 23.12% | 506.0 | 24.0 | 23.12% | 6% | 221.4 |
| Fund V | 8/2016 | 20.10% | 478.8 | 41.2 | 20.10% | 6% | 162.8 |
(a)
Represents the total for the Funds, including the Operating Partnership and noncontrolling interests’ share.
(b)
Amount represents the current economic ownership as of June 30, 2025, which could differ from the stated legal ownership based upon the cumulative preferred returns of the respective Fund.
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 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. Actual results could differ from those estimates.
These interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s 2024 audited consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2024.
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: Core Portfolio, Investment Management and Structured Financing. Refer to Note 12 for additional segment information.
Recent Accounting Pronouncements
In August 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2023-05, “Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement”(“ASU 2023-05”). ASU 2023-05 addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. Prior to the amendment, the FASB did not provide specific authoritative guidance on the initial measurement of assets and liabilities assumed by a joint venture upon its formation. ASU 2023-05 requires a joint venture to recognize and initially measure its assets and liabilities at fair value (with exceptions to fair value measurement that are consistent with the business combinations guidance). ASU 2023-05 is effective for all joint venture formations with a formation date on or after January 1, 2025, with early adoption permitted. The adoption of this standard did not have a significant impact on the Company’s consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”), to expand the disclosure requirements for income taxes, specifically related to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the expected impact of the adoption of this ASU on disclosures within the consolidated financial statements.
On November 4, 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 this ASU on disclosures within the consolidated financial statements.
On May 12, 2025, the FASB issued ASU 2025-03, “Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity” (“ASU 2025-03”), which clarifies that when a business that is a variable interest entity (VIE) is acquired primarily with equity interests, the determination of the accounting acquirer should follow ASC 805 rather than defaulting to the primary beneficiary under ASC 810. The ASU is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. 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 this ASU on the 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.
- Real Estate
The Company’s consolidated real estate is comprised of the following for the periods presented (in thousands):
| June 30, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Buildings and improvements | $3,398,124 | $3,174,250 |
| Tenant improvements | 326,565 | 304,645 |
| Land | 1,127,913 | 906,031 |
| Construction in progress | 29,477 | 23,704 |
| Right-of-use assets - finance leases (Note 11) | 61,366 | 61,366 |
| Total | 4,943,445 | 4,469,996 |
| Less: Accumulated depreciation and amortization | (980,639) | (926,022) |
| Operating real estate, net | 3,962,806 | 3,543,974 |
| Real estate under development | 153,196 | 129,619 |
| Net investments in real estate | $4,116,002 | $3,673,593 |
Acquisitions
During thesix months ended June 30, 2025, the Company acquired the following retail properties and other retail investments (dollars in thousands):
| Property and Location | PercentAcquired | Date ofAcquisition | PurchasePrice (a) |
|---|---|---|---|
| 2025 Acquisitions | |||
| Core | |||
| 106 Spring Street - New York, NY | 100% | January 9, 2025 | $55,137 |
| 73 Wooster Street - New York, NY | 100% | January 9, 2025 | 25,459 |
| Renaissance Portfolio - Washington, D.C. (b) | 48% | January 23, 2025 | 245,700 |
| 95, 97, and 107 North 6th Street - Brooklyn, NY | 100% | April 9, 2025 | 59,668 |
| 85 5th Avenue - New York, NY | 100% | April 11, 2025 | 47,014 |
| 70 and 93 North 6th Street - Brooklyn, NY | 100% | June 4, 2025 | 50,323 |
| Subtotal Core | 483,301 | ||
| Investment Management | |||
| Pinewood Square - Lake Worth, FL | 100% | March 19, 2025 | 68,207 |
| Total 2025 Acquisitions | $551,508 | ||
(a)
Purchase price includes capitalized transaction costs of $2.1 million.
(b)
On January 23, 2025, the Company acquired an additional 48% economic ownership interest, and increased its existing 20% interest to 68%, in the Renaissance Portfolio primarily located in Washington D.C. The 48% interest was acquired for a purchase price of $117.9 million, based upon a gross portfolio fair value of $245.7 million, which included existing mortgage loan indebtedness of $156.1 million in aggregate (Note 7). Prior to the acquisition, the Company accounted for its 20% interest under the equity method of accounting (Note 4). Due to the Company gaining a controlling financial interest as a result of this acquisition, the Company determined it should consolidate its investment within its Core Portfolio effective January 23, 2025. As such, the Company measured and recognized 100% of the identifiable assets acquired, the liabilities assumed and any noncontrolling interests of the Renaissance Portfolio, at fair value and recognized a $9.6 million loss on change in control representing the difference between the carrying value and fair value of its existing equity method interest immediately before consolidation of the portfolio in its Condensed Consolidated Statements of Operations related to the remeasurement of its previously held equity interest.
Purchase Price Allocations
The purchase prices for the acquisitions (excluding any properties that were acquired in development) were allocated to the acquired assets and assumed liabilities based on their estimated relative fair values at the dates of acquisition. The following table summarizes the allocation of the purchase price of properties acquired during thesix months ended June 30, 2025 (in thousands):
| Land | Buildings and improvements | Intangible assets | Intangible liabilities | Debt fair value adjustment | Total | |
|---|---|---|---|---|---|---|
| 106 Spring Street - New York, NY | $51,108 | $5,460 | $10,391 | $(11,822) | $— | $55,137 |
| 73 Wooster St - New York, NY | 15,876 | 6,775 | 2,848 | (40) | — | 25,459 |
| Renaissance Portfolio - Washington, D.C. | 103,962 | 127,368 | 20,016 | (4,100) | (1,546) | 245,700 |
| Pinewood Square - Lake Worth, FL | 17,208 | 46,208 | 12,668 | (7,877) | — | 68,207 |
| 95, 97, and 107 North 6th Street - Brooklyn, NY | 17,342 | 36,493 | 6,167 | (334) | — | 59,668 |
| 85 5th Avenue - New York, NY | 32,718 | 7,318 | 6,978 | — | — | 47,014 |
| 70 and 93 North 6th Street - Brooklyn, NY | 17,058 | 30,834 | 5,833 | (3,402) | — | 50,323 |
| 2025 Total | $255,272 | $260,456 | $64,901 | $(27,575) | $(1,546) | $551,508 |
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. Assumed debt is recorded at its fair value based on estimated market interest rates at the date of acquisition. 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 duringthe six months ended June 30, 2025 are as follows:
| Low | High | |
|---|---|---|
| Exit Capitalization Rate | 5.00% | 7.25% |
| Discount Rate | 6.25% | 10.50% |
| Annual net rental rate per square foot on acquired buildings | $15.00 | $850.00 |
| Interest rate on assumed debt | 6.35% | 6.35% |
The estimate of the portion of the “as-if vacant” value that is allocated to the land underlying the acquired real estate relies on Level 3 inputs and is primarily determined by reference to recent comparable transactions.
Properties Held for Sale
As of June 30, 2025, the Company classifiedone Investment Management property as held for sale. The related assets and liabilities totaled $47.4 million and $0.2 million, respectively. This classification reflects management’s commitment to a plan to sell the property and the expectation that the sale will be completed within one year. The assets and liabilities of the property held for sale are presented separately in the accompanying condensed consolidation balance sheets and are summarized as follows:
| June 30, | |
|---|---|
| Assets | |
| Building and improvements | $24,902 |
| Tenant improvements | 198 |
| Land | 24,086 |
| Real estate, intangible assets | 335 |
| Less: Accumulated depreciation and amortization | (2,466) |
| Other | 389 |
| $47,444 | |
| Liabilities | |
| Real estate, intangible liabilities | $163 |
The Company didnot have any properties classified as held for sale as of December 31, 2024.
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):
| January 1, 2025 · Six Months Ended June 30, 2025 · June 30, 2025 | |||||||
|---|---|---|---|---|---|---|---|
| Number ofProperties | CarryingValue | Transfers In | CapitalizedCosts | Transfers Out | Number ofProperties | CarryingValue | |
| Core (a) | 4 | $98,255 | $2,166 | $20,829 | $1,066 | 4 | 120,184 |
| Fund III | 1 | 31,364 | — | 1,648 | — | 1 | 33,012 |
| Total | 5 | $129,619 | $2,166 | $22,477 | $1,066 | 5 | $153,196 |
(a)
During the first quarter of 2025, the Company placedone property into development andone property into service within the Henderson Avenue portfolio.
The number of properties in the table above refers to full-property development projects; however, certain projects represent only a portion of a property. As of June 30, 2025, consolidated development projects included portions of the Henderson Avenue Portfolio (Core Portfolio) and Broad Hollow Commons (Investment Management Fund III).
Construction in progress refers to construction activity at operating properties that remain in service during the construction period.
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