0000899629-16-000063.txt : 20160909 0000899629-16-000063.hdr.sgml : 20160909 20160909165321 ACCESSION NUMBER: 0000899629-16-000063 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160908 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160909 DATE AS OF CHANGE: 20160909 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACADIA REALTY TRUST CENTRAL INDEX KEY: 0000899629 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 232715194 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12002 FILM NUMBER: 161879306 BUSINESS ADDRESS: STREET 1: 411 THEODORE FREMD AVENUE STREET 2: SUITE 300 CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 914-288-8100 MAIL ADDRESS: STREET 1: 411 THEODORE FREMD AVENUE STREET 2: SUITE 300 CITY: RYE STATE: NY ZIP: 10580 FORMER COMPANY: FORMER CONFORMED NAME: MARK CENTERS TRUST DATE OF NAME CHANGE: 19930329 8-K 1 a2016-9x88xkfundv.htm 8-K Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 8, 2016
ACADIA REALTY TRUST
(Exact name of registrant as specified in its charter)

Maryland
1-12002
23-2715194
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

411 Theodore Fremd Avenue
Suite 300
Rye, New York 10580
(Address of principal executive offices) (Zip Code)
(914) 288-8100
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425 )
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 7.01 Regulation FD Disclosure

On September 8, 2016, Acadia Realty Trust (the "Company") issued a press release announcing the final closing of Acadia Strategic Opportunity Fund V LLC (“Fund V”). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 7.01, including the information included in Exhibit 99.1 attached hereto, is intended to be furnished solely pursuant to this Item 7.01, and is not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference into any filing under the Securities Act of 1933, as amended ("Securities Act") or the Exchange Act, or otherwise subject to the liabilities of Sections 11 and 12 (a) (2) of the Securities Act.

Item 8.01 Other Events.

On September 8, 2016, the Company announced the final closing of Fund V, which has received total capital commitments of approximately $520 million. This is the fifth in a series of institutional funds formed by the Company dedicated to making opportunistic and value-add investments in retail real estate.

The Company, through a subsidiary, will be the managing member and has agreed to commit $104.5 million of its own capital representing a 20% interest in Fund V. In addition to a pro-rata return on its invested equity, the Company is entitled to a profit participation based upon certain investment return thresholds. Cash flow is distributed pro-rata to the members (including the Company) until they have received a 6% cumulative return on, and a return of, all capital contributions. Thereafter, remaining cash flow is distributed 80% to the members (including the Company) and 20% to the Company as a carried interest. The Company also earns fees and/or priority distributions for asset management, property management, leasing, development/re-development and construction services.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press Release dated September 8, 2016







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

                                                                        ACADIA REALTY TRUST
                                                                                                    (Registrant)


Date: September 9, 2016 By: /s/ John Gottfried

                                                           Name: John Gottfried
                                                           Title: Sr. Vice President
                                                            and Chief Financial Officer
 



EX-99.1 2 a2016-9x8exhibit991.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1

Amy L. Racanello
(914) 288-8100

ACADIA REALTY TRUST CLOSES ITS FUND V ABOVE TARGET AT $520 MILLION

RYE, NY (September 8, 2016) - Acadia Realty Trust (NYSE:AKR) (“Acadia”) today announced that it has successfully raised $520 million in commitments for Acadia Strategic Opportunity Fund V LLC (“Fund V” or the “Fund”). This is the fifth in a series of institutional funds dedicated to making opportunistic and value-add investments in retail real estate. With leverage, Fund V has approximately $1.5 billion of buying power.

The Fund was oversubscribed and exceeded its $500 million target. Of the $520 million of total commitments, $104.5 million was committed by Acadia, and $415.5 million was committed by a diverse group of investors including university endowments, foundations, pension funds, investment management firms and family offices. Approximately 98% of the Fund’s third-party commitments came from existing investors in one or more of Acadia’s four prior funds. Fund V held its final close within one month of launch.

“We greatly appreciate the tremendous support of our new and many longstanding partners, who have demonstrated strong confidence in our team and strategy,” stated Kenneth F. Bernstein, President and CEO of Acadia. “We are excited to have this new dry powder available to invest in compelling risk-reward opportunities, over the next few years, for the benefit of all of our stakeholders.”

Fund V will continue to implement Acadia’s location-driven investment strategy, targeting street retail, next-generation street retail, distressed-retailer real estate and other opportunistic retail real estate investments. Acadia is a vertically-integrated company whose investment experience includes recapitalization, value-add re-leasing and asset repositioning and redevelopment.

Paul Hastings LLP acted as legal advisor to Fund V together with Seyfarth Shaw LLP who provided tax advice. Acadia did not utilize a placement agent.

About Acadia Realty Trust

Acadia Realty Trust is an equity real estate investment trust focused on delivering long-term, profitable growth via its dual - core and fund - operating platforms and its disciplined, location-driven investment strategy. Acadia Realty Trust is accomplishing this goal by building a best-in-class core real estate portfolio with meaningful concentrations of assets in the nation’s most dynamic urban and street-retail corridors; making profitable opportunistic and value-add investments through its series of discretionary, institutional funds; and maintaining a strong balance sheet. For further information, please visit www.acadiarealty.com.

Safe Harbor Statement

Certain matters in this press release may constitute forward-looking statements within the meaning of federal securities law and as such may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performances or achievements of Acadia to be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. These forward-looking statements include statements regarding Acadia’s future financial results and its ability to capitalize on potential investment opportunities. Factors that could cause the Company’s forward-looking statements to differ from its future results include, but are not limited to, those discussed under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent annual report on Form 10-K filed with the SEC on February 19, 2016 (“Form 10-K”) and other periodic reports filed with the SEC, including risks related to: (i) political and economic uncertainty; (ii) the Company’s reliance on revenues derived from major tenants; (iii) the Company’s limited control over joint venture investments; (iv) the Company’s partnership structure; (v) real estate and the geographic concentration of the Company’s properties; (vi) market interest rates; (vii) leverage; (viii) liability for environmental matters; (ix) the Company’s growth strategy; (x) the Company’s status as a REIT; (xi) uninsured losses and (xii) the loss of key executives. Copies of the Form 10-K and the other periodic reports Acadia files with the SEC are available on the Company’s website at www.acadiarealty.com. Any forward-looking statements in this press release speak only as of the date hereof. Acadia expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Acadia’s expectations with regard thereto or change in events, conditions or circumstances on which any such statement is based.