INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES

Core Portfolio

The Company owns a 49% interest in a 311,000 square foot shopping center located in White Plains, New York ("Crossroads"), a 50% interest in an approximately 28,000 square foot retail portfolio located in Georgetown, Washington D.C. (the "Georgetown Portfolio") and a 22.22% interest in an approximately 20,000 square foot retail property located in Wilmington, Delaware ("Route 202 Shopping Center"). These investments are accounted for under the equity method.

Opportunity Funds

RCP Venture

The Opportunity Funds, together with two unaffiliated partners formed an investment group, the RCP Venture, for the purpose of making investments in surplus or underutilized properties owned by retailers and, in some instances, the retailers' operating company. The RCP Venture is neither a single entity nor a specific investment and the Company has no control or rights with respect to the formation and operation of these investments. The Company has made these investments through its subsidiaries, Mervyns I, Mervyns II and Fund II, (together the "Acadia Investors"), all on a non-recourse basis. Through September 30, 2013, the Acadia Investors have made investments in Mervyns Department Stores ("Mervyns") and Albertsons including additional investments in locations that are separate from these original investments ("Add-On Investments"). Additionally, they have invested in Shopko, Marsh and Rex Stores Corporation (collectively "Other RCP Investments"). The Company accounts for its investments in Mervyns and Albertsons on the equity method as it has the ability to exercise significant influence, but does not have any rights with respect to financial or operating control. The Company accounts for its investments in its Add-On Investments and Other RCP Investments on the cost method as it does not have any influence over such entities' operating and financial policies nor any rights with respect to the control and operation of these entities.

The following table summarizes activity related to the RCP Venture investments from inception through September 30, 2013:



(dollars in thousands)		Investment Group Share				Operating Partnership Share
Investment	Year Acquired	Invested Capital and Advances		Distributions		Invested Capital and Advances		Distributions
Mervyns	2004	$	26,058	$	45,966	$	4,901	$	11,251
Mervyns Add-On investments	2005/2008	7,547		5,334		1,252		1,193
Albertsons	2006	20,717		81,594		4,239		16,318
Albertsons Add-On investments	2006/2007	2,416		4,864		388		972
Shopko	2006	1,108		2,460		222		492
Marsh and Add-On investments	2006/2008	2,667		2,639		533		528
Rex Stores	2007	2,701		1,956		535		392
		$	63,214	$	144,813	$	12,070	$	31,146

Other Opportunity Fund Investments

During the third quarter of 2013, Fund II, through a joint venture ("Albee Tower I Owners") with an unaffiliated entity, executed an agreement to acquire the development rights for the residential components of Fund II's City Point project. Fund II contributed $1.1 million of cash and $6.8 million of prepaid ground rent and previously incurred construction costs into this joint venture.

The unaffiliated partners for Fund II's investment in Albee Tower I Owners, Fund III's investments in Lincoln Road, Parkway Crossing, Arundel Plaza and the White City Shopping Center as well as Fund IV's investments in Lincoln Road, 1701 Belmont Avenue, 2819 Kennedy Boulevard and Promenade at Manassas maintain control over these entities. The Company accounts for these investments under the equity method as it has the ability to exercise significant influence, but does not have any rights with respect to financial or operating control.


5.	INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES (continued)

Self-Storage Management, a Fund III investment, was determined to be a variable interest entity. Management has evaluated the applicability of ASC Topic 810 to this joint venture and determined that the Company is not the primary beneficiary and, therefore, consolidation of this venture is not required. The Company accounts for this investment using the equity method of accounting.

Summary of Investments in Unconsolidated Affiliates

The following Combined and Condensed Balance Sheets and Statements of Income, summarize the financial information of the Company’s investments in unconsolidated affiliates:



(dollars in thousands)	September 30, 2013			December 31, 2012
Combined and Condensed Balance Sheets
Assets
Rental property, net	$	365,399		$	441,611
Real estate under development	2,224			—
Investment in unconsolidated affiliates	63,745			93,923
Other assets	40,908			39,035
Total assets	$	472,276		$	574,569
Liabilities and partners’ equity
Mortgage notes payable	$	241,907		$	326,296
Other liabilities	20,718			24,267
Partners’ equity	209,651			224,006
Total liabilities and partners’ equity	$	472,276		$	574,569
Company’s investment in and advances to unconsolidated affiliates	$	199,113		$	221,904
Company's share of distributions in excess of income from, and investments in, unconsolidated affiliates	$	(12,426	)	$	(22,707	)



	Three Months Ended						Nine Months Ended
(dollars in thousands)	September 30, 2013			September 30, 2012			September 30, 2013			September 30, 2012
Combined and Condensed Statements of Income
Total revenues	$	13,731		$	11,903		$	35,577		$	36,121
Operating and other expenses	(4,139		)	(4,977		)	(13,117		)	(13,793		)
Interest and other finance expense	(2,359		)	(4,603		)	(6,446		)	(13,854		)
Equity in earnings of unconsolidated affiliates	1,284			1,398			7,154			6,244
Depreciation and amortization	(3,200		)	(2,573		)	(7,888		)	(7,216		)
Gain on sale of property	—			—			—			3,402
Net income	$	5,317		$	1,148		$	15,280		$	10,904

Company’s share of net income (losses)	$	4,307		$	(2,440	)	$	7,568		$	2,291
Amortization of excess investment	(98		)	(98		)	(294		)	(294		)
Company’s equity in earnings (losses) of unconsolidated affiliates	$	4,209		$	(2,538	)	$	7,274		$	1,997