Urstadt Biddle Properties Inc. Annual Report 2011

FY2011 Annual Report · Urstadt Biddle Properties Inc.

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2011 AnnuAl RePoRT

$100

(In Millions)

Stock prices are only opinions.
42 ConSeCutive YearS
of uninterrupteD
DiviDenDS.
18 ConSeCutive
YearS of inCreaSeD
DiviDenDS.
But dividends
are facts.

$80

$70

$90

$10

$50

$20

$30

$40

$60

’04

’05

’03

’02

’06

’07

’08

’09

’10

’11

Revenues Funds From Operations Common &

Class A Dividends Paid

URSTADT BIDDLE
PR O P E R T I E S I N C .

URSTADT BIDDLE
urstadt Biddle properties inc. is a self-administered publicly held
PR O P E R T I E S I N C .

real estate investment trust providing investors with a means of

participating in the ownership of income-producing properties. our core

properties consist of neighborhood and community shopping centers

in suburban areas of the northeastern united States with a primary

concentration in fairfield County, Connecticut, Westchester and putnam

Counties, new York and Bergen County, new Jersey. non-core assets

consist of two industrial properties.

Class a Common Shares, Common Shares, Series C preferred Shares and

Series D preferred Shares of the Company trade on the new York Stock

exchange under the symbols “uBA,” “uBP,” “uBP-PC” and “uBP-PD.”

2011 annual RepoRt contents

Selected financial Data .....................................................................................................................................................................................................................1

Letter to our Stockholders ..........................................................................................................................................................................................................2

Map of Core properties .....................................................................................................................................................................................................................6

investment portfolio ...............................................................................................................................................................................................................................8

financials ....................................................................................................................................................................................................................................................................9

Management’s Discussion and analysis of
financial Condition and results of operations ................................................................................................................................32

Directors and officers.............................................................................................................................................................inside Back Cover

Selected Financial data

(in thousands, except per share data)

Year ended october 31,

2011

2010

2009

2008

2007

Balance Sheet Data:
total assets
revolving Credit Lines
Mortgage notes payable
redeemable preferred Stock

operating Data:
total revenues
total expenses and payments
to noncontrolling interests

net income attributable to
urstadt Biddle properties inc.

Per Share Data:
Basic earnings per Share:
Class a Common Stock
Common Stock
Diluted earnings per Share:
Class a Common Stock
Common Stock
Cash Dividends on:
Class a Common Stock
Common Stock
Total

91011.00

68258.25

other Data:
net Cash flow provided by (used in):
operating activities
investing activities
financing activities

22752.75

45505.50

$576,264
$ 41,850
$118,135
$ 96,203

$557,053
$ 11,600
$118,202
$ 96,203

$504,539
$ —
$116,417
$ 96,203

$ 506,117
$ 5,100
$104,954
$ 96,203

$471,770
$ —
$ 96,282
$ 52,747

$ 91,011*

$ 85,149

$ 82,727

$ 80,856

$ 81,880**

$ 60,612

$ 58,211

$ 55,645

$ 52,649

$ 49,630

$ 31,643

$ 27,542

$ 27,743

$ 28,525

$ 32,751

$ .68
$ .62

$ .66
$ .60

$ .98
$ .89
$1.87

37062.0

27796.5

18531.0

$ 46,713
$ (42,516)
$ (15,343)

9265.5

$ .58
$ .53

$ .57
$ .52

$ .97
$ .88
$1.85

$ .60
$ .55

$ .59
$ .54

$ .96
$ .87
$1.83

$ 45,172
$ (51,195)
$ 11,358

$ 42,611
$ (3,095)
$ (30,840)

$ .66
$ .60

$ .64
$ .58

$ .95
$ .86
$1.81

$ .95
$ .86

$ .93
$ .83

$ .92
$ .83
$1.75

$ 44,997
$(33,694)
$(13,857)

$ 49,307
$ (19,457)
$ (28,432)

1.8700

1.4025

0.9350

0.4675

funds from operations (Note)

0.00

$ 34,453*

0.0

$ 30,053

$ 30,108

0.0000

$ 30,444

$ 37,062**

Note: the Company has adopted the definition of funds from operations (ffo) suggested by the national association of real estate investment trusts (nareit) and defines
ffo as net income (computed in accordance with generally accepted accounting principles), excluding gains (or losses) from sales of properties plus real estate related depreciation
and amortization and after adjustments for unconsolidated joint ventures. for a reconciliation of net income and ffo, see Management’s Discussion and analysis of financial
Conditions and results of operations on page 32. ffo does not represent cash flows from operating activities in accordance with generally accepted accounting principles and
should not be considered an alternative to net income as an indicator of the Company’s operating performance. the Company considers ffo a meaningful, additional measure of
operating performance because it primarily excludes the assumption that the value of its real estate assets diminishes predictably over time and industry analysts have accepted it
as a performance measure. ffo is presented to assist investors in analyzing the performance of the Company. it is helpful as it excludes various items included in net income that
are not indicative of the Company’s operating performance. However, comparison of the Company’s presentation of ffo, using the nareit definition, to similarly titled measures
for other reits may not necessarily be meaningful due to possible differences in the application of the nareit definition used by such reits. for a further discussion of ffo, see
Management’s Discussion and analysis of financial Condition and results of operations on page 32.

Total Revenues
(In thousands)

0
8
8
,
1
8
$

6
5
8
,
0
8
$

7
2
7
,
2
8
$

9
4
1
,
5
8
$

1
1
0
,
1
9
$

Funds From Operations
(In thousands)

2
6
0
,
7
3
$

3
5
4
,
4
3
$

4
4
4
,
0
3
$

8
0
1
,
0
3
$

3
5
0
,
0
3
$

Combined Dividends
Paid on Common and
Class A Common Shares
(Per share)

1
8
.
1
$

3
8
.
1
$

5
8
.
1
$

7
8
.
1
$

5
7
.
1
$

’07

’08

’09

’10

’11

’07

’08

’09

’10

’11

’07

’08

’09

’10

’11

* includes $3 million one-time settlement of lease obligation.
** includes $6 million one-time settlement of lease guarantee obligation.

letter to our StockholderS

our strategy continues to be a simple, focused one that our Board of Directors put

in place over 20 years ago: acquire, redevelop or improve quality properties,
primarily of one property type (grocer-anchored retail), in one market (new York City
suburbs); keep our leverage low; manage and lease our properties ourselves; and avoid
partnerships that we do not control or have strong influence over.

We now own or have equity interests in 53 properties and a
portfolio of enviable quality in one of the best retail markets
in the country. We have conservatively repositioned the
portfolio without the use of high leverage and our fortress-
like balance sheet has enabled us to weather the recent
economic downturn without having to resort to selling
stock dilutive to net asset value or cutting dividends.

We are pleased to see a continued improvement, albeit
small, in the real estate markets in our area. retailers
are looking to open stores in good locations, but the
competition among landlords for these retailers is fierce
and the retailers know it. Some owners are more willing
than others to enter into leases on terms that could hurt
the long-term value of their properties, just to keep their
occupancy rates up and there simply are not a great number
of tenants competing for vacant spaces. these two factors
hamper our ability to raise, and in many cases maintain,
rents and to fill our vacancies. there is less enthusiasm by
sole proprietors to open stores, a dearth of start-up retail
concepts, and smaller tenants are having a very hard time
obtaining financing and venture capital money to open
retail stores. in addition, many retailers are suffering from
competition from internet retailers like amazon. it is now
common to see shoppers in hard goods stores, like Best
Buy, pricing out goods on their Smart phones, only to see
if a better price can be obtained either at another store or
online. this is creating pressure on retailers’ profit margins,
which in turn, affects those retailers’ ability to pay higher
rents. other tenants, such as Staples, for example, are
actively trying to downsize their stores. We are doing our
best to accommodate them so they can adjust their business

model to the changing competition. Some of our tenants
have proven unable to adapt, as was the case with Borders
Books, which went bankrupt due to a business model that
could not compete with on-line retailers. on the bright side,
some retailers like Marshalls/t.J. Maxx continue to provide
great value for their customers, having taken advantage of
the environment to expand and figured out ways to use the
internet to improve their sales.

We have been wise to focus our portfolio on supermarket,
warehouse club and pharmacy-anchored centers in
affluent demographic areas in mature infill markets.
the internet has not yet proven to be a major threat to
supermarkets. We are confident people will continue to
prefer selecting their own produce, rather than trusting
those choices to someone else’s judgment.

although the consumer in our area is generally more
affluent than in many other parts of the country and the
unemployment rate locally is approximately 3 percentage
points lower than the national average, the consumers’
purchasing power has been greatly constrained in this
economic downturn. Higher gas prices, great uncertainty
about the european economic situation, the threat of
higher income taxes, constriction of the financial services
sector (which employs many people in our area) and
continued high consumer debt levels, coupled with falling
home prices, all greatly constrain consumers’ purchasing
power in our area.

Fairfield Plaza Shopping Center, new Milford, Connecticut

Top: Fairfield Centre, fairfield, Connecticut Bottom: eastchester Plaza, eastchester, new York

neW ACquISITIonS:

James M. Aries
Senior Vice President and
Director of Acquisitions

Stephan Rapaglia
Vice President, Real Estate Counsel
and Assistant Secretary

2. Fairfield Centre

fairfield, Connecticut

Description: Shopping Center consisting of 63,000
square feet of GLa on 7 acres of land

Anchor tenants: CvS, Marshalls and office Max

Price: $17 million all cash

Location: on route 1, a major four-lane road

Closing date: october 2011

3. eastchester Plaza

eastchester, new York

in the past 12 months, your Company purchased the
following three quality shopping centers:

Description: Shopping Center consisting of 24,000
square feet of GLa on 4 acres of land

1. Fairfield Plaza Shopping Center

new Milford, Connecticut

Description: Shopping Center consisting of 72,000 square
feet of gross leasable area (“GLa”) on 9 acres of land

Anchor tenant: CvS

Price: $9 million, subject to an existing mortgage
of $3.6 million

Location: on route 22, a major four-lane road

Anchor tenants: t.J. Maxx and Staples

Closing date: December 2012

Price: $10.8 million subject to an existing mortgage
of $5 million

Location: on route 7, the main four-lane north/south road
between Danbury and new Milford, between the two
other shopping centers we own in new Milford

in total, uBp invested $28.2 million in equity in these
new acquisitions. the Company funded the acquisitions
with available cash and borrowings on its credit lines. on
average, these properties were 90% leased at closing and
will be accretive to earnings in 2012.

Closing date: april 2011

ReSulTS oF oPeRATIonS:

leASInG:

John T. Hayes
Senior Vice President,
Chief Financial Officer
and Treasurer

Diane Midollo
Vice President and Controller

linda l. lacey
Senior Vice President, Leasing

the percentage of our core
portfolio that is leased fell
3.1% over the year to 90.5%.
our biggest challenge for 2012
is to reverse this drop in our
leased rate and return it to our
historical average of around
95%. our leasing spreads were
generally flat this year. While
we renewed 285,000 square feet
of tenant leases at average rent
increases of 1.4%, we signed

139,000 square feet of new leases at average rents 2% lower
than prior leases for the same space. We have seen that
our pricing leverage is directly correlated to the affluence
and density of the population in which the property
is located —the stronger the location, the stronger our
leverage. We continue to balance the fine line of wishing
to fill our vacant space, but not wanting to sign long-term
leases at reduced rates ahead of a market recovery.

uBP SolAR ConTInueS To SHIne:

We successfully completed the installation of rooftop
solar array systems on top of our emerson and
Wayne, new Jersey properties and plan to install a
similar system on our newark, new Jersey property.
Government subsidies and favorable financing from
utility companies make these systems profitable for us
to build and operate. they provide a substantial amount
of power for our tenants at below-market cost and save
hundreds of tons of carbon emissions annually. We see
similar opportunities in new York and Connecticut due
to regulatory changes and we hope to rollout our solar
program in these states in 2012 and 2013.

in 2011, revenues rose to a record $91 million. $2.99
million of this revenue was from a one-time lease
termination payment for a supermarket space at our
Meriden, Connecticut property that the Company has
re-leased to a new supermarket operator that is in place
and paying rent. excluding this one-time revenue item,
the Company’s funds from operations rose 6% to $31.5
million; however, ffo was essentially flat on a per share
basis for the year as a result of selling 2.5 million shares
of Class a Common Stock in September 2010. property
operating expenses rose 4.4% for the year, the primary
driver of which was real estate tax costs that rose 3.7%
due to cash-strapped municipalities. We are challenging
many tax increases where possible. our general and
administrative expenses (“G&a”) rose 9.4% due in large
part to staffing requirements needed to manage our
growing real estate portfolio. nevertheless, G&a remains
approximately 1.3% of our gross assets, a level we believe
is exceptionally low for a company of our size. We have
only $3.9 million in mortgages maturing in 2012 and
are currently in the process of mortgaging one of our 42
mortgage-free properties. We intend to use the proceeds
to pay down substantially our credit line that was used to
complete recent acquisitions. at the current historically
low mortgage interest rates, we believe it is wiser for the
Company to fund its recent acquisitions with long-term
debt than through a sale of equity and we are pleased to
have the financial flexibility to do so. for a conservative
investor with a need for income and steady growth, shares
of our stock have been a wise choice.

rooftop solar system at the
emerson Shopping Center,
emerson, new Jersey

new Shoprite Grocery Store at the Midway Shopping Center, Scarsdale, new York

ouTlook:

We will remain a regionally
focused real estate company
in a region we know well,
where we believe there are a
sufficient number of properties
to continue to successfully
execute our proven strategy for
years to come. in the near term,
the current economic climate,
coupled with external forces
such as competition from the
internet, has made it increasingly

Thomas D. Myers,
Executive Vice President,
Chief Legal Officer and Secretary

difficult for us to raise our funds from operations at a rate
higher than inflation. However, we see encouraging signs
that the economic environment is improving. We have a
solid portfolio of properties and believe we are adept at
adding value to properties that we own or acquire. We see
steadily increasing demand by investors for our grocery-
anchored centers located in densely populated affluent
markets. investors appear to be anticipating that times will
be better in the near future. We have been through cycles
like this before and are confident that as uncertainty about
the economy wanes, we will see the entrepreneurial spirit
of small business owners flourish once again.

in December 2011, your Board of Directors increased
the annualized dividend rate on both the Company’s
Common and Class a Common stock by one cent per
share. the increase in the dividend rates represents the
18th consecutive year that your Board of Directors has
approved an increase and reflects the Board’s continued
confidence in the Company, even in this challenging
economic environment.

We greatly appreciate the hard work of our dedicated
staff and directors and the continued support of our
fellow shareholders.

Willing l. Biddle

Charles J. urstadt

Sincerely yours,

Willing L. Biddle
President and
Chief Operating Officer

January 13, 2012

Charles J. urstadt
Chairman and
Chief Executive Officer

Selected core ProPertieS

1
urstadt Biddle
Properties
Corporate
Headquarters

Greenwich,
Connecticut

530 old Post Road
Greenwich, Connecticut

7 Riversville Road
Greenwich, Connecticut

25 Valley Drive
Greenwich, Connecticut

Ridgeway Shopping Center
Stamford, Connecticut

Goodwives
Darien, Connecticut

Greens Farms Plaza
Westport, Connecticut

Fairfield Centre
fairfield, Connecticut

Ridgefield Center
ridgefield, Connecticut

Airport Plaza
Danbury, Connecticut

Danbury Square
Danbury, Connecticut

Veteran’s Plaza
new Milford, Connecticut

new Milford Plaza
new Milford, Connecticut

Fairfield Plaza
new Milford, Connecticut

Starbucks Center
Monroe, Connecticut

The Dock
Stratford, Connecticut

orange Meadows Shopping
Center, orange, Connecticut

Townline Square
Meriden, Connecticut

Carmel ShopRite Center
Carmel, new York

Putnam Plaza
Carmel, new York

Towne Centre Shopping Center,
Somers, new York

Somers Commons
Somers, new York

Heritage 202 Center
Somers, new York

Village Commons
Katonah, new York

Staples Plaza
Yorktown Heights, new York

Arcadian Shopping Center
ossining, new York

Chilmark Shopping Center
Briarcliff Manor, new York

Chase Bank
Briarcliff Manor, new York

Westchester Pavilion
White plains, new York

Midway Shopping Center
Scarsdale, new York

4 “Street Retail” Properties
rye, new York

Shoppes at eastchester
eastchester, new York

Gristede’s Center
pelham Manor, new York

72nd & Main Street Shops
Queens, new York

Rite Aid Center
Waldwick, new Jersey

emerson Shopping Plaza
emerson, new Jersey

Valley Ridge Shopping Center
Wayne, new Jersey

Ferry Plaza
newark, new Jersey

Five Town Plaza
Springfield, Massachusetts

inveStment PortFolio
(as of January 13, 2012)
urStadt Biddle ProPertieS inc.

CoRe PRoPeRTIeS

uBp owns or has equity interests in 53 properties including five office buildings which total 4,421,000 square feet.

location
Stamford, Connecticut
Springfield, Massachusetts
Meriden, Connecticut
Yorktown, new York
Stratford, Connecticut
Scarsdale, new York
new Milford, Connecticut
Danbury, Connecticut
White plains, new York
Carmel, new York
ossining, new York
Somers, new York
Carmel, new York
Wayne, new Jersey
newington, new Hampshire
newark, new Jersey
Darien, Connecticut
emerson, new Jersey
new Milford, Connecticut
Somers, new York
orange, Connecticut
new Milford, Connecticut
eastchester, new York
fairfield, Connecticut
ridgefield, Connecticut
Westport, Connecticut
rye, new York
Briarcliff Manor, new York
Danbury, Connecticut
ossining, new York
Katonah, new York
pelham, new York
Queens, new York
eastchester, new York
Waldwick, new Jersey
Somers, new York
Monroe, Connecticut
Greenwich, Connecticut
Bronxville and Yonkers, new York

Square Feet
350,000
326,000
316,000
308,000
270,000
247,000
231,000
194,000
191,000
189,000
137,000
135,000
129,000
102,000
102,000
100,000
96,000
93,000
81,000
78,000
77,000
72,000
70,000
63,000
52,000
40,000
39,000
38,000
33,000
29,000
28,000
26,000
26,000
24,000
20,000
19,000
10,000
59,000
21,000

Principal Tenant
Stop & Shop Supermarket
Big Y Supermarket
Big Y Supermarket
Staples
Stop & Shop Supermarket
Shoprite Supermarket
Walmart
Christmas tree Shops
r
toys “ ” us
Hannaford Brothers
Stop & Shop Supermarket
Home Goods
Shoprite Supermarket
a&p Supermarket
Savers
pathmark
Stop & Shop Supermarket
Shoprite Supermarket
Big Y Supermarket
CvS
trader Joe’s Supermarket
t.J. Maxx
food emporium
Marshalls
Keller Williams
pier one imports
Cosi
Dress Barn
Chuck e Cheese’s
Westchester Community College
Squires
Gristede’s Supermarket
various
CvS
riteaid
putnam County Savings Bank
Starbucks
prescott investors
people’s united Bank
Jp Morgan Chase

non-CoRe PRoPeRTIeS

uBp owns two industrial properties with a total of 447,000 square feet.

Property Type
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Shopping center
Street retail
Shopping center
Street retail (4 buildings)
Shopping center
Shopping center
Shopping center
retail/office
Shopping center
Street retail (2 buildings)
Shopping center
retail—Single tenant
Shopping center
Shopping center
5 office buildings
retail (4 buildings)

location
Dallas, texas
St. Louis, Missouri

Square Feet
255,000
192,000

Principal Tenant
Chrysler Group, LLC
Chrysler Group, LLC

Property Type
parts distribution facility
parts distribution facility

URSTADT BIDDLE PROPERTIES INC.

FINANCIALS

CONTENTS

Consolidated Balance Sheets at October 31, 2011 and 2010. . . . . . . . . . . . . . . . 10

Consolidated Statements of Income for each of the

three years in the period ended October 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . 11

Consolidated Statements of Cash Flows for each of the

three years in the period ended October 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . 12

Consolidated Statements of Stockholders’ Equity

for each of the three years in the period
ended October 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13

Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14

Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . 31

Management’s Discussion and Analysis of Financial

Condition and Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32

Management’s Report on Internal Control

over Financial Reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44

Report of Independent Registered Public Accounting Firm

on Internal Control over Financial Reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45

Tax Status . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46

Market Price Ranges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47

Performance Graph . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48

FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

ASSETS

Real Estate Investments:

Core properties—at cost
Non-core properties—at cost

Less: Accumulated depreciation

Investments in and advances to unconsolidated joint ventures
Mortgage note receivable

Cash and cash equivalents
Restricted cash
Marketable securities
Tenant receivables
Prepaid expenses and other assets
Deferred charges, net of accumulated amortization

Total Assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

Liabilities:

Revolving credit lines
Mortgage notes payable and other loans
Accounts payable and accrued expenses
Deferred compensation—officers
Other liabilities

Total Liabilities

Redeemable Noncontrolling Interests

Redeemable Preferred Stock, par value $.01 per share;

issued and outstanding 2,800,000 shares

Commitments and Contingencies

Stockholders’ Equity:

7.5% Series D Senior Cumulative Preferred Stock (liquidation preference

of $25 per share); 2,450,000 shares issued and outstanding

Excess Stock, par value $.01 per share; 10,000,000 shares authorized;

none issued and outstanding

Common Stock, par value $.01 per share; 30,000,000 shares authorized;

8,671,888 and 8,461,440 shares issued and outstanding

Class A Common Stock, par value $.01 per share; 40,000,000 shares authorized;

20,891,330 and 20,819,698 shares issued and outstanding

Additional paid in capital
Cumulative distributions in excess of net income
Accumulated other comprehensive (loss)

Total Stockholders’ Equity

Total Liabilities and Stockholders’ Equity

The accompanying notes to consolidated financial statements are an integral part of these statements.

2011

2010

$ 630,572
595
631,167
(126,693)
504,474
26,384
999
531,857

4,529
865
932
22,717
10,407
4,957
$ 576,264

$ 599,839
1,383
601,222
(118,193)
483,029
24,850
1,090
508,969

15,675
861
932
20,504
5,296
4,816
$ 557,053

$ 41,850
118,135
893
188
13,953
175,019

$ 11,600
118,202
1,397
304
10,566
142,069

2,824

11,330

96,203

61,250

—

209
315,288
(74,462)
(154)
302,218
$ 576,264

208
310,695
(64,557)
(229)
307,451
$ 557,053

CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)

Revenues

Base rents
Recoveries from tenants
Lease termination income
Other income

Total Revenues

Expenses

Property operating
Property taxes
Depreciation and amortization
General and administrative
Acquisition costs
Directors’ fees and expenses
Total Operating Expenses

Operating Income

Non-Operating Income (Expense):

Interest expense
Gain on sale of marketable securities
Equity in net income from unconsolidated joint ventures
Other expense
Interest, dividends and other investment income

Net Income

Noncontrolling Interests:

Net income attributable to noncontrolling interests
Net income attributable to Urstadt Biddle Properties Inc.
Preferred stock dividends

URSTADT BIDDLE PROPERTIES INC.

Year Ended October 31,
2010

2011

2009

$ 64,249
21,552
3,196
2,014
91,011

$ 63,419
20,074
633
1,023
85,149

$ 61,178
20,728
77
744
82,727

14,750
14,522
15,292
7,521
89
261
52,435

38,576

(7,865)
—
393
(6)
851

13,626
13,682
15,066
6,873
307
313
49,867

35,282

(7,585)
—
208
(452)
396

13,239
13,089
15,366
6,350
—
292
48,336

34,391

(6,695)
381
—
(155)
280

31,949

27,849

28,202

(306)
31,643
(13,094)

(307)
27,542
(13,094)

(459)
27,743
(13,094)

Net Income Applicable to Common and Class A Common Stockholders

$ 18,549

$ 14,448

$ 14,649

Basic Earnings Per Share:

Common
Class A Common

Diluted Earnings Per Share:

Common
Class A Common

Dividends Per Share:

Common
Class A Common

The accompanying notes to consolidated financial statements are an integral part of these statements.

$.62
$.68

$.60
$.66

$.89
$.98

$.53
$.58

$.52
$.57

$.88
$.97

$.55
$.60

$.54
$.59

$.87
$.96

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

Cash Flows from Operating Activities:
Net income
Adjustments to reconcile net income to net cash provided

by operating activities:

Depreciation and amortization
Straight-line rent adjustment
Provisions for tenant credit losses
Loss on property held for sale
Restricted stock compensation expense and other adjustments
Deferred compensation arrangement
Gain on sale of marketable securities
Equity in net income of unconsolidated joint ventures
Lease termination income
Changes in operating assets and liabilities:

Tenant receivables
Accounts payable and accrued expenses
Other assets and other liabilities, net
Restricted cash

Net Cash Flow Provided by Operating Activities

Cash Flows from Investing Activities:

Acquisitions of real estate investments
Investments in and advances to unconsolidated joint ventures
Acquisitions of noncontrolling interests
Deposits on acquisition of real estate investments
Returns of deposits on real estate investments
Improvements to properties and deferred charges
Net proceeds from sale of properties
Distributions to noncontrolling interests
Payments received on mortgage notes and other receivables
Proceeds on sale of securities available for sale
Purchases of securities available for sale

Net Cash Flow (Used in) Investing Activities

Cash Flows from Financing Activities:

Dividends paid—Common and Class A Common Stock
Dividends paid—Preferred Stock
Principal repayments on mortgage notes payable
Proceeds from revolving credit line borrowings
Repayments on revolving credit line borrowings
Proceeds from loan financing
Sales of additional shares of Common and Class A Common Stock
Repurchase of shares of Class A Common Stock

Net Cash Flow Provided by (Used in) Financing Activities

Net Increase/(Decrease) in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year

Year Ended October 31,
2010

2011

2009

$ 31,949

$ 27,849

$ 28,202

15,292
(634)
1,009
—
3,881
(116)
—
(393)
(2,988)

(2,588)
(428)
1,733
(4)
46,713

(23,329)
(1,598)
(8,787)
(1,252)
—
(8,134)
—
(306)
890
—
—
(42,516)

(28,173)
(13,094)
(6,589)
30,250
—
1,546
717
—
(15,343)

(11,146)
15,675

15,066
(877)
671
300
3,277
(50)
—
(208)
—

(799)
425
(656)
174
45,172

(22,261)
(23,919)
—
(60)
—
(4,728)
—
(307)
80
—
—
(51,195)

(25,783)
(13,094)
(7,378)
43,950
(32,350)
—
46,013
—
11,358

5,335
10,340

15,366
(580)
655
155
2,692
(720)
(381)
—
—

(1,794)
166
(634)
(516)
42,611

(600)
—
(2,111)
(87)
1,100
(2,315)
925
(459)
71
3,620
(3,239)
(3,095)

(24,618)
(13,094)
(25,237)
14,100
(19,200)
36,700
1,014
(505)
(30,840)

8,676
1,664

Cash and Cash Equivalents at End of Year

$ 4,529

$ 15,675

$ 10,340

The accompanying notes to consolidated financial statements are an integral part of these statements.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except shares and per share data)

URSTADT BIDDLE PROPERTIES INC.

Balances—October 31, 2008
Comprehensive Income:

Net income applicable to Common

and Class A common stockholders
Change in unrealized gains (losses) in

marketable securities

Total comprehensive income
Cash dividends paid:

Common stock ($0.87 per share)
Class A common stock ($0.96 per share)

Issuance of shares under dividend

reinvestment plan
Exercise of stock options
Shares issued under restricted stock plan
Restricted stock compensation

and other adjustment

Repurchases of Class A common stock
Forfeiture of restricted stock
Balances—October 31, 2009
Comprehensive Income:

Net income applicable to Common

and Class A common stockholders
Change in unrealized gains (losses) in

marketable securities

Change in unrealized loss on

interest rate swap
Total comprehensive income
Cash dividends paid:

Common stock ($0.88 per share)
Class A common stock ($0.97 per share)

Sale of Class A Common Shares
Issuance of shares under dividend

reinvestment plan

Shares issued under restricted stock plan
Restricted stock compensation

and other adjustment
Adjustments to redeemable
noncontrolling interests
Balances—October 31, 2010
Comprehensive Income:

Net income applicable to Common

and Class A common stockholders

Change in unrealized (loss) on

interest rate swap
Total comprehensive income
Cash dividends paid:

Common stock ($0.89 per share)
Class A common stock ($0.98 per share)

Issuance of shares under dividend

reinvestment plan

Shares issued under restricted stock plan
Restricted stock compensation

and other adjustment
Adjustments to redeemable
noncontrolling interests
Balances—October 31, 2011

7.5% Series D
Preferred Stock
Issued Amount
$61,250

2,450,000

Common Stock
Issued Amount
$80

7,990,120

Class A
Common Stock
Issued Amount
$183

18,208,118

Additional
Paid In
Capital
$258,235

Cumulative
Distributions
In Excess of
Net Income
$(39,181)

Accumulated
Other
Comprehensive
Income (Loss)

Total
Stock-
holders’
Equity
$(270) $280,297

—

—
—

—
—
—

—

—
—

—
—
—

—
—
—
2,450,000

—
—
—
61,250

—

—
—
—

—
—

—

—
—
—

—
—

—

—
—

59,494
2,000
170,900

—
—
—
8,222,514

—

—
—
—

62,976
175,950

—

—
2,450,000

—
61,250

—
8,461,440

—

—
—

—

—
—

—

—
—

34,498
175,950

—

—
—

—
—
2

—
—
—
82

—

—
2

—

—
84

—

—
—

1
2

—

—
—

11,657
2,000
64,200

—

—
—

—
—
—

—

—
—

981
32
(2)

—
(38,700)
(6,000)
18,241,275

—
(1)
—
182

2,692
(505)
—
261,433

14,649

—

(7,121)
(17,497)

—
—
—

—
—
—
(49,150)

—

14,649

54
14,703

—
(7,121)
— (17,497)

—
—
—

981
32
—

—
—
—
(216)

2,692
(506)
—
273,581

—

—
—
—
—
— 2,500,000

8,873
69,550

—

—
—
25

—
1

—

—
—
44,897

1,091
(3)

3,277

14,448

—

14,448

—

(7,412)
(18,371)
—

—
—

—

190

(203)

(203)
14,435

(7,412)
—
— (18,371)
44,922
—

—
—

—

1,091
—

3,277

—
20,819,698

—
208

—
310,695

(4,072)
(64,557)

—
(229)

(4,072)
307,451

—

—
—

8,532
63,100

—

—
—

—
1

—

—
—

715
(3)

3,881

18,549

—

(7,705)
(20,468)

—
—

—

18,549

75
18,624

—
(7,705)
— (20,468)

—
—

—

716
—

3,881

—
2,450,000

—
$61,250

—
8,671,888

—
$87

—
20,891,330

—
$209

—
$315,288

(281)
$(74,462)

—

(281)
$(154) $302,218

The accompanying notes to consolidated financial statements are an integral part of these statements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) ORGANIZATION, BASIS OF PRESENTATION

AND SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES

Business

Urstadt Biddle Properties Inc. (“Company”), a real estate

investment trust (“REIT”), is engaged in the acquisition,
ownership and management of commercial real estate,
primarily neighborhood and community shopping centers
in the northeastern part of the United States. The Company’s
major tenants include supermarket chains and other retailers
who sell basic necessities. At October 31, 2011, the Company
owned or had equity interests in 52 properties containing a
total of 4.8 million square feet of gross leasable area (“GLA”).

Principles of Consolidation and Use of Estimates

The accompanying consolidated financial statements
include the accounts of the Company, its wholly owned
subsidiaries, and joint ventures in which the Company
meets certain criteria of a sole general partner in
accordance with Financial Accounting Standards Board
(“FASB”) Accounting Standards Codification (“ASC”)
Topic 810, “Consolidation” (formerly Emerging Issues
Task Force (“EITF”) Issue 04-5, “Determining Whether a
General Partner, or the General Partners as a Group,
Controls a Limited Partnership or Similar Entity When the
Limited Partners Have Certain Rights”). The Company has
determined that such joint ventures should be
consolidated into the consolidated financial statements of
the Company. In accordance with ASC Topic 970, “Real
Estate,” joint ventures that the Company does not control
but otherwise exercises significant influence in, are
accounted for under the equity method of accounting. See
Note 10 for further discussion of the unconsolidated joint
ventures. All significant intercompany transactions and
balances have been eliminated in consolidation.

The accompanying financial statements are prepared on
the accrual basis in accordance with accounting principles
generally accepted in the United States of America
(“GAAP”). The preparation of financial statements in
conformity with GAAP requires management to make
estimates and assumptions that affect the disclosure of
contingent assets and liabilities, the reported amounts of
assets and liabilities at the date of the financial statements,
and the reported amounts of revenue and expenses during
the periods covered by the financial statements. The most
significant assumptions and estimates relate to the
valuation of real estate, depreciable lives, revenue
recognition, fair value measurements and the collectability
of tenant and notes receivable and other assets. Actual
results could differ from these estimates.

Federal Income Taxes

The Company has elected to be treated as a real estate

investment trust under Sections 856-860 of the Internal
Revenue Code (Code). Under those sections, a REIT that,
among other things, distributes at least 90% of real estate
trust taxable income and meets certain other qualifications
prescribed by the Code will not be taxed on that portion of
its taxable income that is distributed. The Company
believes it qualifies as a REIT and intends to distribute all
of its taxable income for fiscal 2011 in accordance with the
provisions of the Code. Accordingly, no provision has been
made for Federal income taxes in the accompanying
consolidated financial statements.

The Company follows the provisions of ASC Topic 740,

“Income Taxes,” that, among other things, defines a
recognition threshold and measurement attribute for the
financial statement recognition and measurement of a tax
position taken or expected to be taken in a tax return. ASC
Topic 740 also provides guidance on de-recognition,
classification, interest and penalties, accounting in interim
periods, disclosure, and transition. Based on its evaluation,
the Company determined that it has no uncertain tax
positions and no unrecognized tax benefits as of October 31,
2011. As of October 31, 2011, the fiscal tax years 2007
through and including 2011 remain open to examination by
the Internal Revenue Service. There are currently no federal
tax examinations in progress.

Real Estate Investments

All capitalizable costs related to the improvement or

replacement of real estate properties is capitalized.
Additions, renovations and improvements that enhance
and/or extend the useful life of a property are also
capitalized. Expenditures for ordinary maintenance,
repairs and improvements that do not materially prolong
the normal useful life of an asset are charged to operations
as incurred.

Upon the acquisition of real estate properties, the fair

value of the real estate purchased is allocated to the
acquired tangible assets (consisting of land, buildings and
building improvements), and identified intangible assets
and liabilities (consisting of above-market and below-
market leases and in-place leases), in accordance with ASC
Topic 805, “Business Combinations.” The Company utilizes
methods similar to those used by independent appraisers
in estimating the fair value of acquired assets and liabilities.
The fair value of the tangible assets of an acquired property
considers the value of the property “as-if-vacant.” The fair
value reflects the depreciated replacement cost of the asset.
In allocating purchase price to identified intangible assets
and liabilities of an acquired property, the value of above-
market and below-market leases are estimated based on
the differences between (i) contractual rentals and the

estimated market rents over the applicable lease term
discounted back to the date of acquisition utilizing a
discount rate adjusted for the credit risk associated with the
respective tenants and (ii) the estimated cost of acquiring
such leases giving effect to the Company’s history of
providing tenant improvements and paying leasing
commissions, offset by a vacancy period during which such
space would be leased. The aggregate value of in-place
leases is measured by the excess of (i) the purchase price
paid for a property after adjusting existing in-place leases
to market rental rates over (ii) the estimated fair value of
the property “as-if-vacant,” determined as set forth above.

Above and below-market leases acquired are recorded at
their fair value. The capitalized above-market lease values
are amortized as a reduction of rental revenue over the
remaining term of the respective leases and the capitalized
below-market lease values are amortized as an increase to
rental revenue over the remaining term of the respective
leases. The value of in-place leases is based on the
Company’s evaluation of the specific characteristics of
each tenant’s lease. Factors considered include estimates of
carrying costs during expected lease-up periods, current
market conditions, and costs to execute similar leases. The
value of in-place leases are amortized over the remaining
term of the respective leases. If a tenant vacates its space
prior to its contractual expiration date, any unamortized
balance of their related intangible asset is recorded in the
consolidated statement of income.

Depreciation and Amortization

The Company uses the straight-line method for
depreciation and amortization. Core and non-core
properties are depreciated over the estimated useful lives of
the properties, which range from 30 to 40 years. Property
improvements are depreciated over the estimated useful
lives that range from 10 to 20 years. Furniture and fixtures
are depreciated over the estimated useful lives that range
from 3 to 10 years. Tenant improvements are amortized over
the shorter of the life of the related leases or their useful life.

Property Held for Sale and Discontinued Operations

The Company follows the provisions of ASC Topic 360,

“Property, Plant, and Equipment,” and ASC Topic 205,
“Presentation of Financial Statements.” ASC Topic 360
and ASC Topic 205 require, among other things, that the
assets and liabilities and the results of operations of the
Company’s properties that have been sold or otherwise
qualify as held for sale be classified as discontinued
operations and presented separately in the Company’s
consolidated financial statements. If significant to
financial statement presentation, the Company classifies
properties as held for sale that are under contract for sale
and are expected to be sold within the next 12 months.

URSTADT BIDDLE PROPERTIES INC.

Deferred Charges

Deferred charges consist principally of leasing
commissions (which are amortized ratably over the
life of the tenant leases) and financing fees (which are
amortized over the terms of the respective agreements).
Deferred charges in the accompanying consolidated
balance sheets are shown at cost, net of accumulated
amortization of $2,867,000 and $2,951,000 as of
October 31, 2011 and 2010, respectively.

Asset Impairment

On a periodic basis, management assesses whether
there are any indicators that the value of its real estate
investments may be impaired. A property value is
considered impaired when management’s estimate of
current and projected operating cash flows (undiscounted
and without interest) of the property over its remaining
useful life is less than the net carrying value of the
property. Such cash flow projections consider factors such
as expected future operating income, trends and prospects,
as well as the effects of demand, competition and other
factors. To the extent impairment has occurred, the loss is
measured as the excess of the net carrying amount of the
property over the fair value of the asset. Changes in
estimated future cash flows due to changes in the
Company’s plans or market and economic conditions
could result in recognition of impairment losses which
could be substantial. Management does not believe that
the value of any of its real estate investments is impaired
at October 31, 2011.

Revenue Recognition

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

statements. Percentage rent is recognized when a specific
tenant’s sales breakpoint is achieved. Property operating
expense recoveries from tenants of common area
maintenance, real estate taxes and other recoverable costs
are recognized in the period the related expenses are
incurred. Lease incentives are amortized as a reduction of
rental revenue over the respective tenant lease terms. Lease
termination amounts are recognized in operating revenues
when there is a signed termination agreement, all of the
conditions of the agreement have been met, the tenant is no
longer occupying the property and the termination
consideration is probable of collection. Lease termination
amounts are paid by tenants who want to terminate their
lease obligations before the end of the contractual term of
the lease by agreement with the Company. There is no way
of predicting or forecasting the timing or amounts of future
lease termination fees. Interest income is recognized as it is
earned. Gains or losses on disposition of properties are
recorded when the criteria for recognizing such gains or
losses under GAAP have been met.

The Company provides an allowance for doubtful

accounts against the portion of tenant receivables
(including an allowance for future tenant credit losses
of approximately 10% of the deferred straight-line rents
receivable) which is estimated to be uncollectible. Such
allowances are reviewed periodically. At October 31, 2011
and 2010, tenant receivables in the accompanying
consolidated balance sheets are shown net of allowances
for doubtful accounts of $3,229,000 and $2,668,000,
respectively. During the years ended October 31, 2011,
2010 and 2009, the Company provided $1,009,000,

$671,000 and $655,000, respectively, for uncollectible
amounts, which is recorded in the accompanying
consolidated statement of income as a reduction of
base rental revenue.

Cash Equivalents

Cash and cash equivalents consist of cash in banks and

short-term investments with original maturities of less
than three months.

Restricted Cash

Restricted cash consists of those tenant security deposits
and replacement and other reserves required by agreement
with certain of the Company’s mortgage lenders for
property level capital requirements that are required to be
held in separate bank accounts.

Marketable Securities

Marketable securities consist of short-term investments
and marketable equity securities. Short-term investments
(consisting of investments with original maturities of
greater than three months when purchased) and
marketable equity securities are carried at fair value. The
Company has classified marketable securities as available
for sale. Unrealized gains and (losses) on available for
sale securities are recorded as other comprehensive
income (loss) in stockholders’ equity. There were no
realized gains or losses on sales of marketable securities
in fiscal 2011 or 2010. During the fiscal year ended 2009,
gains on marketable securities, based on specific
identification amounted to $381,000.

As of October 31, 2011, all of the Company’s marketable securities consisted of REIT Common and Preferred Stocks. At
October 31, 2011, the Company has recorded a net unrealized loss on available for sale securities in the amount of $26,000.
The Company deems this loss to be temporary. If and when the Company deems the unrealized losses to be other than
temporary, unrealized losses will be realized and reclassified into earnings. The net unrealized loss at October 31, 2011 is
detailed below (in thousands):

Description:
REIT Common and Preferred Stocks

Fair
Market
Value
$932

Cost
Basis
$958

Net
Unrealized
Gain/(Loss)
$(26)

Gross
Unrealized
Gains
$129

Gross
Unrealized
(Loss)
$(155)

Derivative Financial Instruments

Comprehensive Income

The Company occasionally utilizes derivative financial

Comprehensive income is comprised of net income

URSTADT BIDDLE PROPERTIES INC.

instruments, such as interest rate swaps, to manage its
exposure to fluctuations in interest rates. The Company
has established policies and procedures for risk assessment
and the approval, reporting and monitoring
of derivative financial instruments. Derivative financial
instruments must be effective in reducing the Company’s
interest rate risk exposure in order to qualify for hedge
accounting. When the terms of an underlying transaction
are modified, or when the underlying hedged item ceases
to exist, all changes in the fair value of the instrument are
marked-to-market with changes in value included in net
income for each period until the derivative instrument
matures or is settled. Any derivative instrument used for
risk management that does not meet the hedging criteria is
marked-to-market with the changes in value included in
net income. The Company has not entered into, and does
not plan to enter into, derivative financial instruments for
trading or speculative purposes. Additionally, the
Company has a policy of entering into derivative contracts
only with major financial institutions.

As of October 31, 2011, the Company believes it has no

significant risk associated with non-performance of the
financial institution which is the counterparty to its derivative
contract. At October 31, 2011, the Company had approximately
$11.6 million borrowed under its unsecured revolving line of
credit subject to an interest rate swap. Such interest rate swap
converted the LIBOR-based variable rate on the unsecured line
of credit to a fixed annual rate of 1.22% per annum (plus a
0.85% credit spread or a total fixed interest rate of 2.07%). As of
October 31, 2011, the Company had an accrued liability of
$128,000 (included in accounts payable and accrued expenses
on the consolidated balance sheet) relating to the fair value of
the Company’s interest rate swap applicable to the unsecured
revolving line of credit. Charges and/or credits relating to the
changes in fair values of such interest rate swaps are made to
accumulated other comprehensive income (loss) as the swap is
deemed effective and is classified as a cash flow hedge.

applicable to Common and Class A Common stockholders
and other comprehensive income (loss). Other comprehensive
income (loss) includes items that are otherwise recorded
directly in stockholders’ equity, such as unrealized gains or
losses on marketable securities and unrealized gains and
losses on interest rate swaps designated as cash flow hedges.
At October 31, 2011, accumulated other comprehensive
income (loss) consisted of net unrealized losses on marketable
securities of approximately $26,000 and net unrealized losses
on an interest rate swap agreement of approximately $128,000.
At October 31, 2010, accumulated other comprehensive
income (loss) consisted of net unrealized losses on marketable
securities of approximately $26,000 and net unrealized losses
on an interest rate swap agreement of approximately $203,000.
Unrealized gains and losses included in other comprehensive
income (loss) will be reclassified into earnings as gains and
losses are realized. Comprehensive income consisted of the
following (in thousands):

Year Ended October 31,
2011

2010

2009

Net income applicable to Common

and Class A Common stockholders
Change in unrealized gains/(losses)

in marketable equity securities

Change in unrealized (loss)

on interest rate swap

Total comprehensive income

$18,549

$14,448

$14,649

—

190

75
$18,624

(203)
$14,435

—
$14,703

Concentration of Credit Risk

Financial instruments that potentially subject the Company

to concentrations of credit risk consist primarily of cash and
cash equivalents, and tenant receivables. The Company places
its cash and cash equivalents in excess of insured amounts
with high quality financial institutions. The Company
performs ongoing credit evaluations of its tenants and may
require certain tenants to provide security deposits or letters
of credit. Though these security deposits and letters of credit
are insufficient to meet the terminal value of a tenant’s lease
obligation, they are a measure of good faith and a source of
funds to offset the economic costs associated with lost rent
and the costs associated with re-tenanting the space. There is
no dependence upon any single tenant.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Earnings Per Share

Stock-Based Compensation

The Company accounts for its stock-based compensation

plans under the provisions of ASC Topic 718, “Stock
Compensation,” which requires that compensation
expense be recognized based on the fair value of the stock
awards less estimated forfeitures. The fair value of stock
awards is equal to the fair value of the Company’s stock
on the grant date.

Segment Reporting

The Company operates in one industry segment,
ownership of commercial real estate properties, which
are located principally in the northeastern United States.
The Company does not distinguish its property operations
for purposes of measuring performance. Accordingly, the
Company believes it has a single reportable segment for
disclosure purposes.

Reclassification

Certain fiscal 2009 and 2010 amounts have been

reclassified to conform to current period presentation.

New Accounting Standards

Adopted in Fiscal 2011

In January 2010, the FASB issued Accounting Standards
Update (“ASU”) 2010-06, “Fair Value Measurements and
Disclosures Topic 820—Improving Disclosures about Fair
Value Measurements.” ASU 2010-06 requires a number of
additional disclosures regarding fair value measurements,
including the amount of transfers between Level 1 and
Level 2 of the fair value hierarchy, the reasons for the
transfers in and out of Level 3 of the fair value hierarchy
and activity for recurring Level 3 measures. In addition,
the amendments clarify certain existing disclosure
requirements related to the level at which fair value
disclosures should be disaggregated and the requirement
to provide disclosures about the valuation techniques and
inputs used in determining the fair value of assets or
liabilities classified as Level 2 or Level 3. ASU 2010-06
is effective for interim and annual reporting periods
beginning after December 15, 2009, except for disclosures
about purchases, sales issuances and settlements in the
roll forward of activity in Level 3 fair value
measurements, which are effective for interim and annual
reporting periods beginning after December 15, 2010;
early adoption is permitted. The adoption of this ASU
did not have a material effect on the consolidated financial
statements of the Company.

The Company calculates basic and diluted earnings per
share in accordance with the provisions of ASC Topic 260,
“Earnings Per Share.” Basic earnings per share (“EPS”)
excludes the impact of dilutive shares and is computed by
dividing net income applicable to Common and Class A
Common stockholders by the weighted average number of
Common shares and Class A Common shares outstanding
for the period. Diluted EPS reflects the potential dilution that
could occur if securities or other contracts to issue Common
shares or Class A Common shares were exercised or
converted into Common shares or Class A Common shares
and then shared in the earnings of the Company. Since the
cash dividends declared on the Company’s Class A Common
stock are higher than the dividends declared on the Common
Stock, basic and diluted EPS have been calculated using the
“two-class” method. The two-class method is an earnings
allocation formula that determines earnings per share for
each class of common stock according to the weighted
average of the dividends declared, outstanding shares per
class and participation rights in undistributed earnings.

The following table sets forth the reconciliation between

basic and diluted EPS (in thousands):

Year Ended October 31,
2011

2010

2009

Numerator
Net income applicable to

common stockholders—basic

Effect of dilutive securities:

Stock awards

Net income applicable to

$ 4,536

$ 3,795

$ 3,859

265

175

110

common stockholders—diluted

$ 4,801

$ 3,970

$ 3,969

Denominator
Denominator for basic EPS—

weighted average common shares

7,306

7,176

7,069

Effect of dilutive securities:

Restricted stock and other awards

655

519

323

Denominator for diluted EPS—
weighted average common
equivalent shares

Numerator
Net income applicable to Class A
common stockholders—basic

Effect of dilutive securities:

Stock awards

Net income applicable to Class A
common stockholders—diluted

Denominator
Denominator for basic EPS—
weighted average Class A
common shares

Effect of dilutive securities:

Restricted stock and other awards

Denominator for diluted EPS—

weighted average Class A common
equivalent shares

7,961

7,695

7,392

$14,013

$10,653

$10,790

(265)

(175)

(110)

$13,748

$10,478

$10,680

20,496

18,273

17,910

208

150

116

20,704

18,423

18,026

To be Adopted

In May 2011, the FASB issued ASU 2011-04, “Fair Value
Measurement (ASC Topic 820): Amendments to Achieve
Common Fair Value Measurement and Disclosure
Requirements in U.S. GAAP and International Financial
Reporting Standards (“IFRS”).” The pronouncement was
issued to provide a uniform framework for fair value
measurements and related disclosures between U.S.
GAAP and IFRS. ASU 2011-04 changes certain fair value
measurement principles and enhances the disclosure
requirements particularly for Level 3 fair value
measurements. This pronouncement is effective for us in
the second quarter of 2012 and is not expected to have a
significant impact on our consolidated financial statements.

In June 2011, the FASB issued ASU 2011-05,

“Comprehensive Income (ASC Topic 220): Presentation
of Comprehensive Income.” ASU 2011-05 eliminates the
option to present components of other comprehensive
income as part of the statement of shareholders’ equity
and requires the presentation of components of net
income and components of other income either in a
single continuous statement of comprehensive income
or in two separate but consecutive statements. This
pronouncement is effective for us in the first quarter of
2013 and is not expected to have a significant impact on
our consolidated financial statements.

(2) REAL ESTATE INVESTMENTS

The Company’s investments in real estate, net of

depreciation, were composed of the following at October 31,
2011 and 2010 (in thousands):

Uncon-

solidated Mortgage
Notes
Properties Properties Venture Receivable

Core Non-Core

Joint

Retail
Office
Industrial

$496,098
7,792
—
$503,890

$ — $26,384
—
—
$26,384

—
584
$584

2011
2010
Totals
Totals
$999 $523,481 $500,720
7,792
7,799
584
450
$999 $531,857 $508,969

—
—

The Company’s investments at October 31, 2011

consisted of equity interests in 52 properties, which are
located in various regions throughout the United States
and one mortgage note receivable. The Company’s
primary investment focus is neighborhood and
community shopping centers located in the northeastern
United States. These properties are considered core
properties of the Company. The remaining properties are
located outside of the northeastern United States and are
considered non-core properties. Since a significant
concentration of the Company’s properties are in the

URSTADT BIDDLE PROPERTIES INC.

northeast, market changes in this region could have an
effect on the Company’s leasing efforts and ultimately its
overall results of operations. The following is a summary
of the geographic locations of the Company’s investments
at October 31, 2011 and 2010 (in thousands):

Northeast
Midwest
Southwest

2011
$530,274
324
1,259
$531,857

2010
$507,429
450
1,090
$508,969

(3) CORE PROPERTIES

The components of the core properties consolidated in

the financial statements are as follows (in thousands):

Land
Buildings and improvements

Accumulated depreciation

2011
$ 116,220
514,352
630,572
(126,682)
$ 503,890

2010
$ 110,493
489,346
599,839
(117,260)
$ 482,579

Space at the Company’s core properties is generally
leased to various individual tenants under short and
intermediate-term leases which are accounted for as
operating leases.

Minimum rental payments on non-cancelable operating

leases in the consolidated core properties totaling
$370,539,000 become due as follows: 2012—$63,318,000;
2013—$53,538,000; 2014—$47,781,000; 2015—$40,545,000;
2016—$34,676,000; and thereafter—$130,681,000.
Certain of the Company’s leases provide for the

payment of additional rent based on a percentage of the
tenant’s revenues. Such additional percentage rents are
included in operating lease income and were less than 1%
of consolidated revenues in each of the three years ended
October 31, 2011.

Owned Properties

In October 2011, the Company, through a wholly owned
subsidiary, completed the purchase of the 63,000 square foot
Fairfield Centre Shopping Center, in Fairfield, Connecticut
(“Fairfield Centre”) for a purchase price of $17.0 million.
The Company financed its net investment in the property
with available cash and a borrowing on its unsecured
revolving credit facility. In conjunction with the purchase,
the Company incurred acquisition costs totaling $19,000
which have been expensed in the year ended October 31,
2011 consolidated statement of income.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In April 2011, the Company, through a wholly owned
subsidiary, completed the purchase of the 72,000 square
foot Fairfield Plaza Shopping Center, in New Milford,
Connecticut (“Fairfield Plaza”) for a purchase price of $10.8
million, subject to an existing first mortgage secured by the
property at its estimated fair value of approximately $5.0
million. The assumption of the mortgage loan represents a
non-cash financing activity and is therefore not included in
the accompanying consolidated statement of cash flows for
the year ended October 31, 2011. The Company financed its
net investment in the property with available cash and a
borrowing on its unsecured revolving credit facility. In
conjunction with the purchase, the Company incurred
acquisition costs totaling $53,000 which have been
expensed in year ended October 31, 2011 consolidated
statement of income.

In April 2011, the Company entered into a contract to
purchase a retail shopping center for a purchase price of $9
million. In conjunction with the contract, the Company
placed a deposit in the amount of $450,000 with the seller
which will be credited to the purchase price at closing.
In December 2010, the Company reached a lease
termination settlement (“Settlement”) with a former
tenant in its Meriden shopping center in Meriden,
Connecticut. In accordance with the Settlement agreement
the prior tenant was released from all its obligations
under the aforementioned lease in exchange for a
settlement payment to the Company. The Settlement
agreement provides that the former tenant will pay the
Company $3.3 million in 41 equal monthly payments of
$80,000 and one final monthly payment of $20,000
without interest beginning on January 1, 2011. The
Company has recorded the lease termination in the
consolidated statement of income for the fiscal year ended
October 31, 2011 in the amount of $2,988,000, which
amount represents the present value of the 42 payments
due to the Company under the Settlement agreement at
a discount rate of 5.75% per annum. The Company will
record the remaining $312,000 as interest income over
the remaining payment term though June 1, 2014 in
accordance with the effective yield method. With the
exception of the ten $80,000 payments received by the
Company in fiscal 2011, the remaining $2.99 million in
lease termination income represents a non-cash activity
and is not shown in the investing section of the
consolidated statement of cash flows for the year ended
October 31, 2011.

In April 2010, the Company, through a wholly owned

subsidiary, acquired three buildings containing 28,000
square feet of retail and office space in Katonah, New York
(“Katonah Village Commons”) for a cash purchase price of
$8.5 million. The Company financed its net investment in
the property with available cash and a borrowing on its

unsecured revolving credit facility. In conjunction with the
purchase, the Company incurred acquisition costs totaling
$47,000, which have been expensed in the year ended
October 31, 2010 consolidated statement of income.

In May 2010, the Company, through a wholly owned
subsidiary, completed the purchase of the New Milford
Plaza Shopping Center, in New Milford, Connecticut
(“New Milford”) for a purchase price of $22.3 million,
subject to an existing first mortgage secured by the
property at its estimated fair value of approximately $9.2
million. The assumption of the mortgage loan represents a
non-cash financing activity and is therefore not included in
the accompanying 2010 consolidated cash flow statement.
The Company financed its net investment in the property
with available cash and a $13.2 million borrowing on its
unsecured revolving credit facility. In conjunction with the
purchase, the Company incurred acquisition costs totaling
$29,000 which have been expensed on the fiscal 2010
consolidated statement of income.

During fiscal 2011, the Company completed its evaluation

of the acquired leases for its New Milford Plaza Property
and its Katonah Property, which properties were acquired
in fiscal 2010. As a result of its evaluation, the Company
has allocated $396,000 to a liability associated with the net
fair value assigned to the acquired leases at the properties,
which amounts represent a non-cash investing activity
and are therefore not included in the accompanying
consolidated statement of cash flows for the fiscal year
ended October 31, 2011. The Company is currently in the
process of evaluating the fair value of the in-place leases
for Fairfield Plaza and Fairfield Centre. Consequently, no
value has yet been assigned to those leases. Accordingly,
the purchase price allocation is preliminary and may be
subject to change.

During fiscal 2010, the Company completed its
evaluation of the acquired leases at its three bank
properties which were acquired in fiscal 2009. As a result
of its evaluation, the Company has allocated $1.7 million
to a liability associated with the net fair value assigned
to the acquired leases at the properties, which amounts
represent a non-cash investing activity and are therefore
not included in the accompanying consolidated statement
of cash flows for the fiscal year ended October 31, 2010.
For the years ended October 31, 2011, 2010 and 2009,
the net amortization of above-market and below-market
leases amounted to $262,000, $300,000 and $132,000,
respectively, which amounts are included in base rents
in the accompanying consolidated statements of income.

In fiscal 2011, the Company incurred costs of

approximately $8.1 million related to capital improvements
to its properties and leasing costs.

(4) NON-CORE PROPERTIES

At October 31, 2011, the non-core properties consist of

two industrial properties (“the St. Louis” property and
“the Dallas” property) located outside of the Northeast
region of the United States. The Board of Directors has
authorized management, subject to its approval of any
contract for sale, to sell the non-core properties of the
Company over a period of several years in furtherance of
the Company’s objectives to focus on northeast properties.
During the fiscal year ended October 31, 2011, one of

the non-core property’s buildings in the amount of
$933,000 became fully depreciated and the non-core
asset’s cost was written off with corresponding reduction
to accumulated depreciation.

The components of non-core properties were as follows

(in thousands):

Land
Buildings and improvements

Accumulated depreciation

2011
$450
145
595
(11)
$584

2010
$ 450
933
1,383
(932)
$ 451

Minimum rental payments on non-cancelable operating

leases of the non-core properties totaling $8,718,000
become due as follows: 2012—$1,597,000; 2013—
$1,597,000; 2014—$1,597,000; 2015—$1,792,000;
2016—$1,831,000; and thereafter—$304,000.

(5) DISCONTINUED OPERATIONS

In fiscal 2009, the Company completed the negotiations on

a contract to sell two properties for a sales price, including
closing costs, of $8.1 million. In accordance with ASC Topic
205 and 360, the Company adjusted the carrying value of the
property to $8.1 million and realized a loss on asset held for
sale of approximately $155,000. Subsequent to fiscal 2009, the
aforementioned contract was terminated and the Company
completed negotiations on a new contract with a different
buyer to sell the two properties for a sales price, including
closing costs, of $7.8 million. In accordance with ASC Topic
205 and 360, the Company further adjusted the carrying
value of the property to $7.8 million and realized a loss on
asset held for sale of approximately $300,000. The $300,000
in fiscal 2010 and the $155,000 in fiscal 2009 are included in
other expense on the accompanying consolidated statement
of income for those periods, respectively, as the Company
determined that the amount of loss, operations and revenue
of the properties were insignificant to disclose separately as
discontinued operations.

URSTADT BIDDLE PROPERTIES INC.

Also in fiscal 2009, the Company sold a 3,400 square foot
vacant retail property located in Eastchester, New York for
a sales price of approximately $925,000. This property was
acquired by the Company in fiscal 2008 and there was no
significant gain or loss recorded on the sale. The property
had no operating activity and accordingly the Company
will not report any discontinued operations as required
by ASC Topic 205.

(6) MORTGAGE NOTE RECEIVABLE

At October 31, 2011, mortgage note receivable consisted
of one fixed rate mortgage with a contractual interest rate
of 9%. The mortgage note matures in 2013 and is secured
by a retail property. Interest is recognized on the effective
yield method. The mortgage note is recorded at a
discounted amount which reflects the market interest rate
at the time of acceptance of the note. At October 31, 2011,
the remaining unamortized discount was $33,400.

At October 31, 2011, principal payments on the mortgage

note receivable become due as follows: 2012—$102,000;
2013—$897,000.

(7) MORTGAGE NOTES PAYABLE, BANK LINES

OF CREDIT AND OTHER LOANS

At October 31, 2011, mortgage notes payable and other
loans are due in installments over various periods to fiscal
2019 at effective rates of interest ranging from 3.9% to
11.3% and are collateralized by real estate investments
having a net carrying value of approximately $180 million.
Combined aggregate principal maturities of mortgage
notes payable during the next five years and thereafter are
as follows (in thousands):

2012
2013
2014
2015
2016
Thereafter

Principal

Scheduled
Repayments Amortiz tion
$ 2,559
2,144
2,197
2,299
2,344
5,405
$16,948

$ 3,791
11,455
—
4,480
—
81,461
$101,187

Total
$ 6,350
13,599
2,197
6,779
2,344
86,866
$118,135

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

things, acquisitions, working capital, capital expenditures,
and repayment of other indebtedness and the issuance of
letters of credit (up to $10 million). Borrowings will bear
interest at the Company’s option of Eurodollar rate plus
0.85% to 1.15% or The Bank of New York Mellon’s prime
lending rate plus 0.50%. The Company will pay an annual
fee on the unused commitment amount of up to 0.175%
based on outstanding borrowings during the year. The
Facility contains certain representations, financial and other
covenants typical for this type of facility. The Company’s
ability to borrow under the Facility is subject to its
compliance with the covenants and other restrictions on an
ongoing basis. The principal financial covenants limit the
Company’s level of secured and unsecured indebtedness
and additionally require the Company to maintain certain
debt coverage ratios. The Company was in compliance with
such covenants at October 31, 2011. In November of 2011, the
Company notified the lender of the Facility that it was
exercising its remaining one-year option which will extend
the maturity date to February 10, 2013.

During fiscal 2011, the Company borrowed a total of

$25.5 million on its Facility to fund its equity in two
property acquisitions, its additional investment in UB
Ironbound, LP, and capital and tenant improvements
relating to some of its properties.

In October 2011, the Company borrowed $800,000 on
the Facility to fund an additional debt investment in the
Midway Shopping Center LP (see Note 10, “Investments
in and Advances to Unconsolidated Joint Ventures” for
further information on this transaction).

The Company also has a Secured Revolving Credit
Facility with the Bank of New York Mellon (the “Secured
Credit Facility”). The Secured Credit Facility provides for
borrowings of up to $30 million. Originally scheduled to
expire April 15, 2011, the Company reached an agreement
with The Bank of New York Mellon to extend the maturity
date until May 16, 2014. The Secured Credit Facility is
collateralized by first mortgage liens on two of the
Company’s properties. Interest on outstanding borrowings
is at prime plus 1.00% or the Eurodollar rate plus 2.00%. The
Secured Credit Facility requires the Company to maintain
certain debt service coverage ratios relating to the properties
securing the Secured Credit Facility during its term. The
Company was in compliance with such covenants at
October 31, 2011. The Company pays an annual fee of 0.40%
on the unused portion of the Secured Credit Facility. The
Secured Credit Facility is available to fund acquisitions,
capital expenditures, mortgage repayments, working
capital and other general corporate purposes.

In fiscal 2011, the Company, through a wholly owned

subsidiary, assumed a first mortgage payable with an
estimated fair value of approximately $5.0 million in
conjunction with its purchase of Fairfield Plaza. The
mortgage requires payments of principal and interest at a
fixed rate of interest of 5.0% with a maturity of August 2015.
In October of 2011, the Company repaid, at maturity, its
first mortgage payable secured by its Carmel property in
the amount of $4.0 million.

In May 2011, a wholly owned subsidiary of the Company

completed the installation of a solar power system (the
“Emerson System”) at the Company’s Emerson Shopping
Center in Emerson, New Jersey at a total cost of
approximately $1.2 million. The subsidiary of the Company
financed a portion of the project with a loan in the amount of
$819,000 from the Public Service Electric and Gas Company
of New Jersey (“PSE&G”), through PSE&G’s “Solar Loan
Program II.” The loan requires monthly payments of
principal and interest at 11.3% per annum through its
maturity date of May 31, 2026. The subsidiary of the
Company has the option of repaying all or part of the PSE&G
loan, including interest, with Solar Renewable Energy Credits
that are expected to be generated by the Emerson System.
The remaining cost of the Emerson System was funded by a
renewable energy grant from the federal government.
In January 2011, a wholly owned subsidiary of the

In fiscal 2010, the Company repaid, at maturity, its first
mortgage payable secured by its Somers property in the
amount of $5.2 million.

In fiscal 2010, the Company, through a wholly owned

subsidiary, assumed a first mortgage payable with an
estimated fair value of approximately $9.2 million in
conjunction with its purchase of New Milford. The mortgage
requires payments of principal and interest at a fixed rate of
interest of 3.9% with a maturity of December 2012.

Interest paid in the years ended October 31, 2011, 2010,
and 2009 was approximately $7.6 million, $7.5 million and
$6.5 million, respectively.

URSTADT BIDDLE PROPERTIES INC.

(8) REDEEMABLE PREFERRED STOCK

The Company is authorized to issue up to 20,000,000 shares of Preferred Stock. At October 31, 2011, the Company had

issued and outstanding 400,000 shares of Series C Senior Cumulative Preferred Stock (Series C Preferred Stock),
2,450,000 shares of Series D Senior Cumulative Preferred Stock (Series D Preferred Stock) (see Note 11)
and 2,400,000 shares of Series E Senior Cumulative Preferred Stock (Series E Preferred Stock).

The following table sets forth the details of the Company’s redeemable preferred stock as of October 31, 2011 and 2010

(amounts in thousands, except share data):

8.50% Series C Senior Cumulative Preferred Stock; liquidation preference

of $100 per share; issued and outstanding 400,000 shares

8.50% Series E Senior Cumulative Preferred Stock; liquidation preference

of $25 per share; issued and outstanding 2,400,000 shares

Total Redeemable Preferred Stock

October 31,

2011

2010

$38,406

57,797
$96,203

The Series E Preferred Stock and Series C Preferred Stock
have no stated maturity, are not subject to any sinking fund
or mandatory redemption and are not convertible into other
securities or property of the Company. Commencing May
2013 (Series C Preferred Stock) and March 2013 (Series E
Preferred Stock), the Company, at its option, may redeem the
preferred stock issues, in whole or in part, at a redemption
price equal to the liquidation preference per share, plus all
accrued and unpaid dividends.

Upon a change in control of the Company (as defined),

each holder of Series C Preferred Stock and Series E
Preferred Stock has the right, at such holder’s option, to
require the Company to repurchase all or any part of such
holder’s stock for cash at a repurchase price equal to the
liquidation preference per share plus all accrued and
unpaid dividends.

The Series C Preferred Stock and Series E Preferred Stock

contain covenants that require the Company to maintain
certain financial coverages relating to fixed charge and
capitalization ratios. Shares of both Preferred Stock series
are non-voting; however, under certain circumstances
(relating to non-payment of dividends or failure to comply
with the financial covenants) the preferred stockholders
will be entitled to elect two directors. The Company was
in compliance with such covenants at October 31, 2011.

As the holders of the Series C Preferred Stock and Series E

Preferred Stock only have a contingent right to require the
Company to repurchase all or part of such holder’s shares
upon a change of control of the Company (as defined), the
Series C Preferred Stock and Series E Preferred Stock are
classified as redeemable equity instruments as a change in
control is not certain to occur.

(9) CONSOLIDATED JOINT

VENTURES AND REDEEMABLE
NONCONTROLLING INTERESTS

In December of 2010 and January of 2011, the Company
and a wholly owned subsidiary purchased the remaining
10% limited partner interests in the limited partnership
that owns the Stamford property for $7.4 million. As a
result of this transaction, the Company now has a 100%
ownership interest in the property.

The Company is the general partner in another
consolidated limited partnership, UB Ironbound, LP
(“Ironbound”), which owns a grocery-anchored shopping
center. In October 2011, the Company purchased an
additional 82,081 limited partnership units (of the 224,257
outstanding limited partnership units prior to the
purchase) or 9.23% of the total outstanding partnership
units for $1.4 million. As a result of the purchase, the
Company or wholly owned subsidiaries of the Company
now own 84.02% of the Partnership.

The Ironbound limited partnership has a defined
termination date of December 31, 2097. The partners in
Ironbound are entitled to receive an annual cash preference
payable from available cash of the partnership. Any unpaid
preferences accumulate and are paid from future cash, if
any. The balance of available cash, if any, is distributed in
accordance with the respective partner’s interests. The
limited partners in Ironbound currently have the right to
require the Company to repurchase all or a portion of their
remaining limited partner interests at prices as defined in
the Ironbound partnership agreement. Upon liquidation
of Ironbound, proceeds from the sale of partnership assets

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

are to be distributed in accordance with the respective
partnership interests. The limited partners are not obligated
to make any additional capital contributions to the
partnership. The Company retains an affiliate of one of the
limited partners in Ironbound to provide management and
leasing services to the property at an annual fee equal to
two percent of rental income collected, as defined. The
limited partner interests in Ironbound are reflected at
redemption value which approximates fair value in the
accompanying consolidated financial statements as
noncontrolling interests.

The Company accounts for noncontrolling interests

in accordance with ASC Topic 810, “Noncontrolling
Interests in Consolidated Financial Statements.” ASC
Topic 810 states that the accounting and reporting for
minority interests will be re-characterized as
noncontrolling interests and classified as a component of
equity subject to the provisions of the former Emerging
Issues Task Force (“EITF”) Topic D-98 (Revised March
2008). Because the limited partners in Ironbound
currently have the right to require the Company to
redeem all or a part of their limited partnership units
at prices as defined in the Ironbound partnership
agreement, the Company will report the noncontrolling
interests in Ironbound in the mezzanine section, outside
of permanent equity, of the consolidated balance sheets
at redemption value which approximates fair value. For
the fiscal year ended October 31, 2011, the Company
increased the carrying value of the noncontrolling
interests by $281,000 with the corresponding decrease
recorded in stockholders’ equity.

The following table sets forth the details of the Company’s
redeemable noncontrolling interests at October 31, 2011 and
October 31, 2010 (amounts in thousands):

Beginning balance
Purchase of noncontrolling interests
Change in redemption value
Ending balance

October 31,
2011
$ 11,330
(8,787)
281
$ 2,824

2010
$ 7,259
—
4,071
$11,330

(10) INVESTMENTS IN AND ADVANCES TO
UNCONSOLIDATED JOINT VENTURES
At October 31, 2011 and 2010, investments in and

advances to unconsolidated joint ventures consisted of the
following (with the Company’s ownership percentage in
parentheses) (amounts in thousands):

October 31,
2011

2010

Midway Shopping Center, L.P.

(11.642% in 2011 and 9.9667% in 2010)
Putnam Plaza Shopping Center (66.67%)
81 Pondfield Road Company (20%)
Total

$18,904
6,757
723
$26,384

$17,517
6,610
723
$24,850

Midway Shopping Center, L.P.

In fiscal 2010, the Company, through a wholly owned
subsidiary, purchased a 9.9667% equity interest in Midway
Shopping Center L.P., which owns a 247,000 square foot
shopping center in Westchester County, New York
(“Midway”), for approximately $6.0 million. Also in fiscal
2010, the Company loaned Midway, in the form of an
unsecured note, approximately $11.6 million, which
Midway used to repay $11.6 million in mortgage and
unsecured loans. In September 2011, the Company
loaned Midway an additional $800,000 to fund tenant
improvements for a new tenant. The loans to Midway
by the Company will require monthly payments to the
Company of interest only at an interest rate of 5.75% per
annum; the loans will mature on January 1, 2013. In
December 2010 (fiscal 2011) and May 2011, the Company
through a wholly owned subsidiary purchased an
additional 1.675% equity limited partnership interest in
Midway for $798,000 bringing its total economic ownership
interest in Midway to 11.642% at October 31, 2011. The
Company has evaluated its investment in Midway and has
concluded that the venture is not a variable interest entity
and should not be consolidated into the financial
statements of the Company. Although the Company only
has an approximate 12% equity interest in Midway, it
controls 25% of the voting power of Midway and as such
has determined that it exercises significant influence over
the financial and operating decisions of Midway and
accounts for its investment in Midway under the equity
method of accounting. Under the equity method of
accounting, the initial investment is recorded at cost
as an investment in unconsolidated joint venture, and
subsequently adjusted for equity in net income (loss) and
cash contributions and distributions from the venture. Any
difference between the carrying amount of the investment
on the Company’s balance sheet and the underlying equity
in net assets of the venture is evaluated for impairment at
each reporting period.

URSTADT BIDDLE PROPERTIES INC.

The Company has allocated the approximate $7.4 million

excess of the carrying amount of its investment in and
advance to Midway over the Company’s share of Midway’s
net book value to real property and is amortizing the
difference over the property’s estimated useful life of 39 years.

difference between the carrying amount of the investment
on the Company’s balance sheet and the underlying equity
in net assets of the venture is evaluated for impairment at
each reporting period.

Midway currently has a non-recourse first mortgage

81 Pondfield Road Company

payable in the amount of $14 million. The loan bears interest
only at the rate of 6% per annum, which matures in January
2013. Midway’s only other debt outstanding is its unsecured
loan to the Company in the amount of $12.4 million.

The Company’s other investment in an unconsolidated
joint venture is a 20% economic interest in a partnership
which owns a retail and office building in Westchester
County, New York.

Putnam Plaza Shopping Center

In fiscal 2010, the Company, through a wholly owned
subsidiary, acquired a 66.67% undivided equity interest in
the Putnam Plaza Shopping Center (“Putnam Plaza”). At
inception of the venture, the property was valued at $29.7
million. Simultaneously with the acquisition, a $21 million
non-recourse first mortgage payable was placed on the
property with the proceeds distributed to the seller. The
new mortgage has an initial term of five years with a five-
year extension right at the then market interest rate as
defined. Payments of interest only are due for the first
thirty months at 6.2%. Beginning in the thirty-first month,
payments of principal and interest, at the rate of 6.2%, are
required based on a twenty-seven and one-half year
amortization schedule. The Company’s net cash equity
investment in the venture was $6.5 million including
closing costs.

The minority investor in the venture has provided the
first mortgage lender with a $2 million recourse guarantee,
which guarantees payment and performance. The
Company has entered into an agreement with the minority
investor whereby the Company will participate in the
guarantee up to 66.7%.

The Company accounts for its investment in the Putnam
Plaza joint venture under the equity method of accounting
since it exercises significant influence, but does not control
the venture.

The other venturer in Putnam Plaza has substantial

participation rights in the financial decisions and operation
of the property, which preclude the Company from
consolidating the investment. The Company has evaluated
its investment in Putnam Plaza and has concluded that the
venture is not a variable interest entity. Under the equity
method of accounting the initial investment is recorded at
cost as an investment in unconsolidated joint venture, and
subsequently adjusted for equity in net income (loss) and
cash contributions and distributions from the venture. Any

(11) STOCKHOLDERS’ EQUITY

The Series D Preferred Stock has no maturity and is not

convertible into any other security of the Company. The
Series D Preferred Stock is currently redeemable at the
Company’s option at a price of $25 per share plus accrued
and unpaid dividends. Underwriting commissions and
costs incurred in connection with the sale of the Series D
Preferred Stock are reflected as a reduction of additional
paid in capital.

During fiscal 2010, the Company sold 2,500,000 shares
of Class A Common Stock in an underwritten follow-on
common stock offering for $18.05 per share and raised net
proceeds of $45.1 million. The Company used the proceeds
of the offering to repay existing draws on its Facility that
had been used to fund its equity investments in the four
property acquisitions made in fiscal 2010.

The Class A Common Stock entitles the holder to 1/20 of
one vote per share. The Common Stock entitles the holder
to one vote per share. Each share of Common Stock and
Class A Common Stock have identical rights with respect
to dividends except that each share of Class A Common
Stock will receive not less than 110% of the regular
quarterly dividends paid on each share of Common Stock.
The Company has a Dividend Reinvestment and Share

Purchase Plan as amended (the “DRIP”), that permits
stockholders to acquire additional shares of Common Stock
and Class A Common Stock by automatically reinvesting
dividends. During fiscal 2011, the Company issued 34,498
shares of Common Stock and 8,532 shares of Class A
Common Stock (62,976 shares of Common Stock and 8,873
shares of Class A Common Stock in fiscal 2010) through the
DRIP. As of October 31, 2011, there remained 376,724 shares
of Common Stock and 437,758 shares of Class A Common
Stock available for issuance under the DRIP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

shares of Common, Class A Common or preferred stock
during fiscal 2011 and 2010. As of October 31, 2011, the
Company had repurchased 3,600 shares of Common Stock
and 724,578 shares of Class A Common Stock under the
repurchase program. The Company has yet to repurchase
any preferred stock under the Program.

(12) STOCK COMPENSATION AND OTHER

BENEFIT PLANS

Restricted Stock Plan

The Company accounts for its Restricted Stock Plan in
accordance with ASC Topic 718, “Stock Compensation.” On
March 10, 2011, the stockholders of the Company approved
an amendment to the Company’s restricted stock plan (the
“Plan”) to provide for an additional 500,000 Common Shares
or Class A Common shares to be available for issuance under
the Plan. As amended, the Plan authorizes grants of up to
an aggregate of 3,150,000 shares of the Company’s common
equity consisting of 350,000 Common shares, 350,000 Class
A Common shares and 2,450,000 shares, which at the
discretion of the Company’s compensation committee, may
be awarded in any combination of Class A Common shares
or Common shares.

In January 2011, the Company awarded 175,950 shares of
Common Stock and 63,100 shares of Class A Common Stock
to participants in the Plan. The grant date fair value of
restricted stock grants awarded to participants in 2011 was
approximately $4.2 million. As of October 31, 2011, there was
$12.5 million of unamortized restricted stock compensation
related to non-vested restricted stock grants awarded under
the Plan. The remaining unamortized expense is expected
to be recognized over a weighted average period of 4.86
years. For the years ended October 31, 2011, 2010 and 2009,
amounts charged to compensation expense totaled
$3,822,000, $3,200,000 and $2,570,000, respectively.

The Company has a stockholder rights agreement that
expires on November 11, 2018. The rights are not currently
exercisable. When they are exercisable, the holder will be
entitled to purchase from the Company one
one-hundredth of a share of a newly established Series A
Participating Preferred Stock at a price of $65 per one
one-hundredth of a preferred share, subject to certain
adjustments. The distribution date for the rights will occur
10 days after a person or group either acquires or obtains
the right to acquire 10% (“Acquiring Person”) or more of
the combined voting power of the Company’s Common
Shares, or announces an offer, the consummation of which
would result in such person or group owning 30% or more
of the then outstanding Common Shares. Thereafter,
shareholders other than the Acquiring Person will be
entitled to purchase original common shares of the
Company having a value equal to two times the exercise
price of the right.

If the Company is involved in a merger or other business

combination at any time after the rights become
exercisable, and the Company is not the surviving
corporation or 50% or more of the Company assets are
sold or transferred, the rights agreement provides that the
holder other than the Acquiring Person will be entitled to
purchase a number of shares of common stock of the
acquiring company having a value equal to two times
the exercise price of each right.

The Company’s articles of incorporation provide that if
any person acquires more than 7.5% of the aggregate value
of all outstanding stock, except, among other reasons, as
approved by the Board of Directors, such shares in excess of
this limit automatically will be exchanged for an equal
number of shares of Excess Stock. Excess Stock has limited
rights, may not be voted and is not entitled to any dividends.
In March 2008, the Board of Directors of the Company
granted an irrevocable waiver to the 7.5% limit to the
purchaser and any subsequent owners of the Series E
Preferred Stock.

In a prior year, the Board of Directors of the Company
approved a share repurchase program (“Program”) for the
repurchase of up to 1,500,000 shares of Common Stock and
Class A Common Stock in the aggregate and to repurchase
shares of the Company’s Series C and Series D Senior
Cumulative Preferred Stock (Preferred Stock) in open-
market transactions. The Company did not repurchase any

A summary of the status of the Company’s non-vested restricted stock awards as of October 31, 2011, and changes during

the year ended October 31, 2011 are presented below:

URSTADT BIDDLE PROPERTIES INC.

Common Shares

Class A Common Shares

Weighted-
Average
Grant Date
Fair Value
$14.97
$16.95
$15.90
—
$15.18

Shares
1,233,100
175,950
(65,800)
—
1,343,250

Weighted-
Average
Grant Date
Fair Value
$15.85
$19.87
$16.49
—
$16.51

Shares
349,950
63,100
(26,350)
—
386,700

Marketable debt and equity securities are valued based on

quoted market prices on national exchanges.

The Company calculates the fair value of the redeemable

noncontrolling interests based on unobservable inputs
considering the assumptions that market participants would
make in pricing the obligations. The inputs used include an
estimate of the fair value of the cash flow generated by the
limited partnership in which the investor owns the
partnership units.

The fair values of interest rate swaps are determined using
widely accepted valuation techniques, including discounted
cash flow analysis, on the expected cash flows of each
derivative. The analysis reflects the contractual terms of the
swaps, including the period to maturity, and uses observable
market-based inputs, including interest rate curves
(“significant other observable inputs”). The fair value
calculation also includes an amount for risk of non-
performance using “significant unobservable inputs” such as
estimates of current credit spreads to evaluate the likelihood
of default. The Company has concluded, as of October 31,
2011, that the fair value associated with the “significant
unobservable inputs” relating to the Company’s risk of non-
performance was insignificant to the overall fair value of the
interest rate swap agreements and, as a result, the Company
has determined that the relevant inputs for purposes of
calculating the fair value of the interest rate swap agreements,
in their entirety, were based upon “significant other
observable inputs.”

Non-vested at October 31, 2010

Granted
Vested
Forfeited

Non-vested at October 31, 2011

Profit Sharing and Savings Plan

The Company has a profit sharing and savings plan (the
“401K Plan”), which permits eligible employees to defer a
portion of their compensation in accordance with the
Internal Revenue Code. Under the 401K Plan, the
Company made contributions on behalf of eligible
employees. The Company made contributions to the 401K
Plan of approximately $145,000 in each of the three years
ended October 31, 2011, 2010 and 2009. The Company also
has an Excess Benefit and Deferred Compensation Plan
that allows eligible employees to defer benefits in excess of
amounts provided under the Company’s 401K Plan and a
portion of the employee’s current compensation.

(13) FAIR VALUE MEASUREMENTS

ASC Topic 820, “Fair Value Measurements and

Disclosures,” defines fair value as the price that would
be received to sell an asset, or paid to transfer a liability,
in an orderly transaction between market participants.
ASC Topic 820’s valuation techniques are based on
observable or unobservable inputs. Observable inputs
reflect market data obtained from independent sources,
while unobservable inputs reflect the Company’s market
assumptions. These two types of inputs have created the
following fair value hierarchy:

• Level 1—Quoted prices for identical instruments in

active markets

• Level 2— Quoted prices for similar instruments in

active markets; quoted prices for identical or similar
instruments in markets that are not active; and model-
derived valuations in which significant value drivers
are observable

• Level 3—Valuations derived from valuation techniques
in which significant value drivers are unobservable

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company measures its redeemable noncontrolling interests, marketable equity and debt securities classified as available for

sale securities and interest rate swap derivative at fair value on a recurring basis. The fair value of these financial assets and
liabilities was determined using the following inputs at October 31, 2011 and 2010 (amounts in thousands):

Fair Value Measurements at Reporting Date Using

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other

Significant
Observable Inputs Unobservable Inputs
(Level 3)

(Level 2)

$932

$ —
$ —

$932

$ —
$ —

$ —

$ 128
$ —

$ —

$ 203
$7,419

$ —

$ —
$2,824

$ —

$ —
$3,911

The estimated fair value of mortgage notes payable was
approximately $125 million and $122 million at October 31,
2011 and October 31, 2010, respectively. The estimated fair
value of mortgage notes payable is based on discounting the
future cash flows at a year-end risk adjusted borrowing rate
currently available to the Company for issuance of debt with
similar terms and remaining maturities.

Although management is not aware of any factors that

would significantly affect the estimated fair value
amounts, such amounts have not been comprehensively
revalued for purposes of these financial statements since
that date and current estimates of fair value may differ
significantly from the amounts presented herein.

(14) COMMITMENTS AND CONTINGENCIES

In the normal course of business, from time to time,

the Company is involved in legal actions relating to
the ownership and operations of its properties. In
management’s opinion, the liabilities, if any, that
ultimately may result from such legal actions are not
expected to have a material adverse effect on the
consolidated financial position, results of operations
or liquidity of the Company.

At October 31, 2011, the Company had commitments of
approximately $4.8 million for tenant-related obligations.

Fiscal Year Ended October 31, 2011
Assets:

Available for Sale Securities

Liabilities:

Interest Rate Swap Agreement
Redeemable noncontrolling interests

Fiscal Year Ended October 31, 2010
Assets:

Available for Sale Securities

Liabilities:

Interest Rate Swap Agreement
Redeemable noncontrolling interests

Total

$ 932

$ 128
$ 2,824

$ 932

$ 203
$11,330

Fair market value measurements based upon Level 3
inputs changed from $7,259 at November 1, 2009 to $3,911
at October 31, 2010 as a result of a $4,071 increase in the
redemption value of the Company’s two noncontrolling
interests in accordance with the application of ASC Topic 810
beginning on November 1, 2009 and a $7,419 transfer of the
Stamford noncontrolling interest from Level 3 to Level 2
during the fourth quarter of fiscal 2010. Fair market value
measurements based upon Level 3 inputs changed from
$3,911 at November 1, 2010 to $2,824 at October 31, 2011
as a result of a $281,000 increase in the redemption value
of the Company’s noncontrolling interest in Ironbound in
accordance with the application of ASC Topic 810 offset by
a $1.4 million redemption of a portion of the Company’s
noncontrolling interests in Ironbound (see Note 9).

Fair Value of Financial Instruments

The carrying values of cash and cash equivalents, restricted

cash, tenant receivables, prepaid expenses, other assets,
accounts payable, accrued expenses, revolving lines of credit
and other liabilities are reasonable estimates of their fair
values because of the short-term nature of these instruments.
The estimated fair value of the mortgage note receivable
collateralized by real property is based on discounting the
future cash flows at a year-end risk adjusted lending rate
that the Company would utilize for loans of similar risk
and duration. At October 31, 2011 and October 31, 2010,
the estimated aggregate fair value of the mortgage note
receivable was approximately $1.1 million.

(15) QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The unaudited quarterly results of operations for the years ended October 31, 2011 and 2010 are as follows (in thousands,

except per share data):

URSTADT BIDDLE PROPERTIES INC.

Year Ended October 31, 2011
Quarter Ended
Apr 30

July 31

Jan 31

Oct 31

Year Ended October 31, 2010
Quarter Ended

Jan 31

Apr 30

July 31

Oct 31

Revenues
Net Income Attributable to

Urstadt Biddle Properties Inc.

Preferred Stock Dividends
Net Income Applicable to Common

$24,526

$22,353

$21,961

$22,171

$20,578

$21,140

$21,813

$21,618

$10,149
(3,273)

$ 6,913
(3,274)

$ 7,522
(3,273)

$ 7,059
(3,274)

$ 6,413
(3,273)

$ 6,160
(3,274)

$ 7,792
(3,273)

$ 7,177
(3,274)

and Class A Common Stockholders

$ 6,876

$ 3,639

$ 4,249

$ 3,785

$ 3,140

$ 2,886

$ 4,519

$ 3,903

Per Share Data:

Basic Earnings Per Share:

Class A Common Stock
Common Stock

Diluted Earnings Per Share:
Class A Common Stock
Common Stock

$.25
$.23

$.13
$.12

$.16
$.14

$.15
$.14

$.14
$.13

$.14
$.12

$.13
$.12

$.13
$.11

$.12
$.11

$.12
$.10

$.18
$.17

$.18
$.16

$.15
$.14

$.15
$.13

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(16) SUBSEQUENT EVENTS

On December 14, 2011, the Board of Directors of the Company declared cash dividends of $.225 for each share of Common
Stock and $.2475 for each share of Class A Common Stock. The dividends are payable on January 20, 2012 to stockholders
of record on January 6, 2012. The Board of Directors also ratified the actions of the Company’s compensation committee
authorizing the awards of 175,950 shares of Common Stock and 61,600 shares of Class A Common Stock to certain key
officers and directors of the Company, effective January 3, 2012 pursuant to the Company’s restricted stock plan. The fair
value of the shares awarded totaling $4.1 million will be charged to expense over the respective vesting periods.

In December of 2011, the Company entered into a loan commitment to borrow $28 million by placing a non-recourse
first mortgage on a formally unencumbered property. The loan will be for a term of ten years and will require payments
of principal and interest based on a thirty-year amortization schedule at the fixed interest rate of 4.85%. In conjunction with
entering into the commitment, the Company placed a good faith deposit with the lender in the amount of $560,000 that is
refundable at closing. The deposit was funded with available cash. The loan is expected to close later in January 2012.
In December 2011, a subsidiary of the Company acquired the Eastchester Plaza Shopping Center in the Town of
Eastchester, Westchester County, New York for a purchase price of $9 million. In connection with the purchase, the
Company assumed a first mortgage encumbering the property in the approximate amount of $3.6 million that bears
interest at the rate of 7.64% per annum. The mortgage matures in April 2012. The remaining equity needed to complete
the acquisition was funded with available cash and borrowings on the Facility.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders of Urstadt Biddle Properties Inc.

We have audited the accompanying consolidated balance sheets of Urstadt Biddle Properties Inc. (the “Company”) as of
October 31, 2011 and 2010 and the related consolidated statements of income, stockholders' equity, and cash flows for each of
the three years in the period ended October 31, 2011. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United

States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial
position of Urstadt Biddle Properties Inc. at October 31, 2011 and 2010, and the consolidated results of its operations and its
cash flows for each of the three years in the period ended October 31, 2011, in conformity with accounting principles
generally accepted in the United States of America.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United

States), the Company’s internal control over financial reporting as of October 31, 2011 based on criteria established in
Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
and our report dated January 12, 2012 expressed an unqualified opinion thereon.

New York, New York
January 12, 2012

PKF O’Connor Davies
a Division of O’Connor Davies, LLP

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction
with the consolidated financial statements of the Company
and the notes thereto included elsewhere in this report.

FORWARD-LOOKING STATEMENTS

This report includes certain statements that may be
deemed to be “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. All statements, other than statements of
historical facts, included in this report that address activities,
events or developments that the Company expects, believes
or anticipates will or may occur in the future, including such
matters as future capital expenditures, dividends and
acquisitions (including the amount and nature thereof),
business strategies, expansion and growth of the Company’s
operations and other such matters are forward-looking
statements. These statements are based on certain
assumptions and analyses made by the Company in light of
its experience and its perception of historical trends, current
conditions, expected future developments and other factors
it believes are appropriate. Such statements are subject to a
number of assumptions, risks and uncertainties, including,
among other things, general economic and business
conditions, the business opportunities that may be presented
to and pursued by the Company, changes in laws or
regulations and other factors, many of which are beyond the
control of the Company. Any forward-looking statements are
not guarantees of future performance and actual results or
developments may differ materially from those anticipated
in the forward-looking statements.

EXECUTIVE SUMMARY AND OVERVIEW

The Company, a REIT, is a fully integrated, self-
administered real estate company, engaged in the
acquisition, ownership and management of commercial
real estate, primarily neighborhood and community
shopping centers in the northeastern part of the United
States. Other real estate assets include office and industrial
properties. The Company’s major tenants include
supermarket chains and other retailers who sell basic
necessities. At October 31, 2011, the Company owned or
had equity interests in 52 properties containing a total of 4.8
million square feet of GLA of which approximately 92% was
leased. Included in the 52 properties are equity interests in
three unconsolidated joint ventures at October 31, 2011.
These joint ventures were approximately 97.8% leased.
We have paid quarterly dividends to our shareholders
continuously since our founding in 1969 and have
increased our dividends per Common and Class A
common shares for 18 consecutive years.

The Company derives substantially all of its revenues
from rents and operating expense reimbursements received
pursuant to long-term leases and focuses its investment

activities on community and neighborhood shopping
centers, anchored principally by regional supermarket
chains. The Company believes, because of the need of
consumers to purchase food and other staple goods and
services generally available at supermarket-anchored
shopping centers, that the nature of its investments provide
for relatively stable revenue flows even during difficult
economic times. The Company is experiencing and, in
fiscal 2012, expects that it may continue to experience
increased vacancy rates, relative to the Company’s
historical norm, at some of its shopping centers and a
lengthening in the time required for releasing of vacant
space, as the current economic downturn continues to
negatively affect retail companies. However, the Company
believes it is well positioned to weather these difficulties.
Notwithstanding the increase in vacancy rates at various
properties, approximately 92% of the Company’s portfolio
remains leased. The Company has a strong capital structure
with only $3.9 million in secured debt maturing in the next
12 months. Consistent with its business strategy, the
Company expects to continue to explore acquisition
opportunities that may arise.

Primarily as a result of property acquisitions in fiscal 2010

and 2011, the Company’s financial data shows increases in
total revenues and expenses from period to period.

The Company focuses on increasing cash flow, and

consequently the value of its properties, and seeks
continued growth through strategic re-leasing, renovations
and expansion of its existing properties and selective
acquisition of income-producing properties, primarily
neighborhood and community shopping centers in the
northeastern part of the United States.

Key elements of the Company’s growth strategies and

operating policies are to:

• Acquire neighborhood and community shopping

centers in the northeastern part of the United States
with a concentration in Fairfield County, Connecticut,
Westchester and Putnam Counties, New York and
Bergen County, New Jersey

• Hold core properties for long-term investment and
enhance their value through regular maintenance,
periodic renovation and capital improvement

• Selectively dispose of non-core and underperforming
properties and re-deploy the proceeds into properties
located in the northeast region

• Increase property values by aggressively marketing

available GLA and renewing existing leases

• Renovate, reconfigure or expand existing properties

to meet the needs of existing or new tenants

• Negotiate and sign leases which provide for regular

or fixed contractual increases to minimum rents

• Control property operating and administrative costs

CRITICAL ACCOUNTING POLICIES

Critical accounting policies are those that are both

important to the presentation of the Company’s financial
condition and results of operations and require
management’s most difficult, complex or subjective
judgments. Set forth below is a summary of the accounting
policies that management believes are critical to the
preparation of the consolidated financial statements. This
summary should be read in conjunction with the more
complete discussion of the Company’s accounting policies
included in Note 1 to the consolidated financial statements
of the Company.

Revenue Recognition

Revenues from operating leases include revenues from
core properties and non-core properties. Rental income is
generally recognized based on the terms of leases entered
into with tenants. In those instances in which the Company
funds tenant improvements and the improvements are
deemed to be owned by the Company, revenue recognition
will commence when the improvements are substantially
completed and possession or control of the space is turned
over to the tenant. When the Company determines that the
tenant allowances are lease incentives, the Company
commences revenue recognition when possession or control
of the space is turned over to the tenant for tenant work to
begin. Minimum rental income from leases with scheduled
rent increases is recognized on a straight-line basis over the
lease term. Percentage rent is recognized when a specific
tenant’s sales breakpoint is achieved. Property operating
expense recoveries from tenants of common area
maintenance, real estate taxes and other recoverable costs
are recognized in the period the related expenses are
incurred. Lease incentives are amortized as a reduction of
rental revenue over the respective tenant lease terms. Lease
termination amounts are recognized in operating revenues
when there is a signed termination agreement, all of the
conditions of the agreement have been met, the tenant is
no longer occupying the property and the termination
consideration is probable of collection. Lease termination
amounts are paid by tenants who want to terminate their
lease obligations before the end of the contractual term of
the lease by agreement with the Company. There is no way
of predicting or forecasting the timing or amounts of future
lease termination fees. Interest income is recognized as it is
earned. Gains or losses on disposition of properties are
recorded when the criteria for recognizing such gains or
losses under accounting principles generally accepted in the
United States of America (“GAAP”) have been met.

Allowance for Doubtful Accounts

The allowance for doubtful accounts is established based

on a quarterly analysis of the risk of loss on specific
accounts. The analysis places particular emphasis on past-
due accounts and considers information such as the nature

URSTADT BIDDLE PROPERTIES INC.

and age of the receivables, the payment history of the
tenants or other debtors, the financial condition of the
tenants and any guarantors and management’s assessment
of their ability to meet their lease obligations, the basis for
any disputes and the status of related negotiations, among
other things. Management’s estimates of the required
allowance are subject to revision as these factors change and
are sensitive to the effects of economic and market
conditions on tenants, particularly those at retail properties.
Estimates are used to establish reimbursements from
tenants for common area maintenance, real estate tax and
insurance costs. The Company analyzes the balance of its
estimated accounts receivable for real estate taxes, common
area maintenance and insurance for each of its properties by
comparing actual recoveries versus actual expenses and any
actual write-offs. Based on its analysis, the Company may
record an additional amount in its allowance for doubtful
accounts related to these items. It is also the Company’s
policy to maintain an allowance of approximately 10% of
the deferred straight-line rents receivable balance for future
tenant credit losses.

Real Estate

Land, buildings, property improvements, furniture/
fixtures and tenant improvements are recorded at cost.
Expenditures for maintenance and repairs are charged to
operations as incurred. Renovations and/or replacements,
which improve or extend the life of the asset, are capitalized
and depreciated over their estimated useful lives.

The amounts to be capitalized as a result of an acquisition

and the periods over which the assets are depreciated or
amortized are determined based on estimates as to fair
value and the allocation of various costs to the individual
assets. The Company allocates the cost of an acquisition
based upon the estimated fair value of the net assets
acquired. The Company also estimates the fair value of
intangibles related to its acquisitions. The valuation of the
fair value of intangibles involves estimates related to
market conditions, probability of lease renewals and the
current market value of in-place leases. This market value
is determined by considering factors such as the tenant’s
industry, location within the property and competition
in the specific region in which the property operates.
Differences in the amount attributed to the intangible
assets can be significant based upon the assumptions
made in calculating these estimates.

The Company is required to make subjective assessments

as to the useful life of its properties for purposes of
determining the amount of depreciation. These assessments
have a direct impact on the Company’s net income.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Properties are depreciated using the straight-line method
over the estimated useful lives of the assets. The estimated
useful lives are as follows:

Buildings
Property Improvements
Furniture/Fixtures
Tenant Improvements

30-40 years
10-20 years
3-10 years
Shorter of lease term
or their useful life

Asset Impairment

On a periodic basis, management assesses whether there
are any indicators that the value of the real estate properties
may be impaired. A property value is considered impaired
when management’s estimate of current and projected
operating cash flows (undiscounted and without interest) of
the property over its remaining useful life is less than the net
carrying value of the property. Such cash flow projections
consider factors such as expected future operating income,
trends and prospects, as well as the effects of demand,
competition and other factors. To the extent impairment has
occurred, the loss is measured as the excess of the net
carrying amount of the property over the fair value of the
asset. Changes in estimated future cash flows due to changes
in the Company’s plans or market and economic conditions
could result in recognition of impairment losses which could
be substantial. Management does not believe that the value
of any of its rental properties is impaired at October 31, 2011.

LIQUIDITY AND CAPITAL RESOURCES

At October 31, 2011, the Company had unrestricted cash

and cash equivalents of $4.5 million compared to $15.7
million at October 31, 2010. The Company's sources of
liquidity and capital resources include its cash and cash
equivalents, proceeds from bank borrowings and long-term
mortgage debt, capital financings and sales of real estate
investments. Payments of expenses related to real estate
operations, debt service, management and professional
fees, and dividend requirements place demands on the
Company's short-term liquidity.

The Company maintains a very conservative capital
structure with low leverage levels by commercial real
estate standards. As a result of this low leverage level,
the Company has been able to avoid the balance sheet
recapitalizations that many other commercial real estate
companies have had to undertake during the recent down-
turn in the economy. The Company maintains a ratio of
total debt to total assets below 28% and a very strong fixed
charge coverage ratio of over 2.5 to 1, which we believe will
allow the Company to obtain additional secured mortgage
borrowings if necessary. The Company has $3.9 million of
fixed rate debt coming due in fiscal 2012, which it plans to
repay with available cash or borrowings on its lines of
credit. In fiscal 2013, the Company has fixed rate mortgage
debt coming due on two properties in the combined amount

of $12 million, which represents a 42% loan to estimated
value, which the Company believes should allow it to
refinance the mortgages at market rates in effect when
the loans come due. At October 31, 2011, the Company had
loan availability of $38.2 million on its two revolving lines
of credit.

Cash Flows

The Company expects to meet its short-term liquidity
requirements primarily by generating net cash from the
operations of its properties. The Company believes that its
net cash provided by operations will be sufficient to fund
its short-term liquidity requirements for fiscal 2012 and to
meet its dividend requirements necessary to maintain its
REIT status. In fiscal 2011, 2010 and 2009, net cash flow
provided by operations amounted to $46.7 million, $45.2
million and $42.6 million, respectively. Cash dividends
paid on common and preferred shares increased to $41.3
million in fiscal 2011 compared to $38.9 million in fiscal
2010 and $37.7 million in fiscal 2009.

The Company expects to continue paying regular

dividends to its stockholders. These dividends will be paid
from operating cash flows which are expected to increase
due to property acquisitions and growth in operating
income in the existing portfolio and from other sources. The
Company derives substantially all of its revenues from rents
under existing leases at its properties. The Company’s
operating cash flow therefore depends on the rents that it is
able to charge to its tenants, and the ability of its tenants to
make rental payments. The Company believes that the
nature of the properties in which it typically invests, (cid:0)
primarily grocery-anchored neighborhood and community
shopping centers,(cid:0) provides a more stable revenue flow in
uncertain economic times, in that consumers still need to
purchase basic staples and convenience items. However,
even in the geographic areas in which the Company owns
properties, general economic downturns may adversely
impact the ability of the Company’s tenants to make lease
payments and the Company’s ability to re-lease space as
leases expire. In either of these cases, the Company’s cash
flow could be adversely affected. Over the last several years,
the entire retail commercial real estate industry has seen
increased competition from Internet commerce, which has
made it more difficult for certain types of “brick and mortar”
businesses to compete, the result of which has been, to
reduce the tenant pool for retail commercial real estate
owners like us. The Company is aware of this threat and at
this point does not believe it is material, but continues to
monitor it. If Internet commerce continues to erode the need
for traditional retail stores, it could make it more difficult for
the Company to lease available space and the Company’s
future cash flow could be adversely affected.

In December 2010, the Company was notified that The

Great Atlantic and Pacific Tea Company, Inc. (“A&P”),
which leases three spaces in the Company’s portfolio

(129,000 sf), filed a petition for protection under Chapter 11
of the United States Bankruptcy Law. As of the date of this
report, A&P is moving towards emerging from Chapter 11
bankruptcy protection. The Company has received notice
that all three of its leases have been assumed by A&P and
the Company does not anticipate any disruption in its
short-term cash flow from the three A&P tenants. The
longer-term risk to the Company is that A&P continues to
struggle as an operator and their business fails, in this case
the Company’s future cash flow relating to these three
tenants could be adversely affected.

Net cash flows from:

Operating Activities

URSTADT BIDDLE PROPERTIES INC.

The Company also invests in its properties and regularly

pays for capital expenditures for property improvements,
tenant costs and leasing commissions.

Financing Activities

Net cash flows used by financing activities amounted
to $15.3 million in fiscal 2011 as compared with net cash
provided by financing activities in the amount of $11.4
million in fiscal 2010 and net cash used by financing
activities of $30.8 million in fiscal 2009. The change in net
cash provided (used) by financing activities was primarily
attributable to:

Cash generated:

Net cash flows provided by operating activities amounted

Fiscal 2011: (Total $32.5 million)

to $46.7 million in fiscal 2011, compared to $45.2 million in
fiscal 2010, and $42.6 million in fiscal 2009. The changes in
operating cash flows were primarily the result of:

• Proceeds from revolving credit line borrowings for

property acquisitions in the amount of $30.3 million.

Increase from fiscal 2010 to fiscal 2011:

• Proceeds from Class A Common stock offering of

The addition of the net operating results of the Company’s

$46.0 million.

Fiscal 2010: (Total $90.0 million)

acquired properties in fiscal 2010 and fiscal 2011.

Increase from fiscal 2009 to fiscal 2010:

• Proceeds from revolving credit line borrowings for

property acquisitions in the amount of $44.0 million.

The receipt in fiscal 2010 of a $2.0 million condemnation

Fiscal 2009: (Total $50.8 million)

award from the State of Connecticut related to one of the
Company’s properties which was accrued at October 31,
2009 and the addition of the net operating results of the
Company’s acquired properties in fiscal 2010.

Investing Activities

Net cash flows used in investing activities was $42.5
million in fiscal 2011, $51.2 million in fiscal 2010 and $3.1
million in fiscal 2009. The change in investing cash flows
was primarily the result of:

• Mortgage proceeds of $36.7 million from the

refinancing of one property with a larger mortgage
and the placing of a mortgage on another property
which was unencumbered.

• Proceeds from revolving credit line borrowings in the

amount of $14.1 million.

Cash used:

Fiscal 2011: (Total $47.9 million)

• Dividends to shareholders in the amount of

Decrease in cash used from fiscal 2010 to fiscal 2011:

$41.3 million.

The Company acquiring only $33.7 million in properties
(including the purchase of noncontrolling interests) in
fiscal 2011 versus $46.2 million (four properties) in
properties in fiscal 2010, this increase was offset by the
Company incurring $3.4 million more in improvements
and deferred charges related to its properties in fiscal
2011 when compared with 2010.

Increase in cash used from fiscal 2009 to fiscal 2010:
a) The Company acquiring $46.2 million (four
properties) in properties in fiscal 2010 when compared
with $600,000 (3 retail bank branches) and $2.1 million
(one limited partnership interest in a consolidated joint
venture) in fiscal 2009 and b) the Company incurring
$2.4 million more in improvements and deferred charges
related to its properties in fiscal 2010 when compared to
fiscal 2009.

• Repayment of mortgage notes payable in the amount

of $6.6 million.

Fiscal 2010: (Total $78.7 million)

• Dividends to shareholders in the amount of

$38.9 million.

• Repayment of revolving credit line borrowings in the

amount of $32.4 million.

• Repayment of mortgage notes payable in the amount

of $7.4 million.

Fiscal 2009: (Total $82.1 million)

• Dividends to shareholders in the amount of

$37.7 million.

• Repayment of revolving credit line borrowings in the

amount of $19.2 million.

• Repayment of mortgage notes payable in the amount

of $25.2 million.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Capital Resources

The Company expects to fund its long-term liquidity
requirements such as property acquisitions, repayment of
indebtedness and capital expenditures through other long-
term indebtedness (including indebtedness assumed in
acquisitions), proceeds from sales of properties and/or the
issuance of equity securities. The Company believes that
these sources of capital will continue to be available to it
in the future to fund its long-term capital needs; however,
there are certain factors that may have a material adverse
effect on its access to capital sources. The Company’s
ability to incur additional debt is dependent upon its
existing leverage, the value of its unencumbered assets and
borrowing limitations imposed by existing lenders. The
Company’s ability to raise funds through sales of equity
securities is dependent on, among other things, general
market conditions for REITs, market perceptions about the
Company and its stock price in the market. The Company’s
ability to sell properties in the future to raise cash will be
dependent upon market conditions at the time of sale.

Financings and Debt

In fiscal 2011, the Company borrowed a total of $25.5
million on its Facility to fund its equity in two property
acquisitions, and capital and tenant improvements relating
to some of its properties (see Notes 7 and 9 in the
consolidated financial statements included elsewhere
in this report).

In fiscal 2011, the Company borrowed $800,000 on the

Facility to fund an additional debt investment in the
Midway Shopping Center L.P., which the partnership used
to fund tenant improvements (see Note 10, “Investments
in and Advances to Unconsolidated Joint Ventures” in the
consolidated financial statements included in this report).
In fiscal 2011, the Company, through a wholly owned

subsidiary, assumed a first mortgage payable with an
estimated fair value of approximately $5.0 million in
conjunction with its purchase of the Fairfield Plaza
Shopping Center. The mortgage requires payments of
principal and interest at a fixed rate of interest of 5.0%
with a maturity of August 2015.

or part of the PSE&G loan, including interest, with Solar
Renewable Energy Credits (“SREC’s”) that are expected to
be generated by the Emerson System. Most of the
remaining cost of the Emerson System was funded by a
renewable energy grant from the federal government.
During fiscal 2011, a wholly owned subsidiary of the

Company completed the installation of a solar power
system (the “Valley Ridge System”) at the Company’s
Valley Ridge Shopping Center in Wayne, New Jersey at a
total cost of approximately $1.1 million. In conjunction with
the solar installation, the subsidiary of the Company
financed a portion of the project with a loan in the amount
of $726,000 from PSE&G, through PSE&G’s “Solar Loan
Program I.” The loan requires monthly payments of
principal and interest at 11.11% per annum through its
maturity date of January 31, 2026. The subsidiary of the
Company has the option of repaying all or part of the
PSE&G loan, including interest, with SREC’s that are
expected to be generated by the Valley Ridge System. Most
of the remaining cost of the Valley Ridge System was funded
by a renewable energy grant from the federal government.
During fiscal 2010, the Company sold 2,500,000 shares
of Class A Common Stock in an underwritten follow-on
common stock offering that raised net proceeds of $45.1
million. The Company used a portion of the proceeds from
the sale of the Class A Common Stock to repay variable rate
debt it had drawn for property acquisitions in fiscal 2010.
In fiscal 2010, The Company repaid a mortgage payable
secured by its Somers property in the amount of $5.2 million.
In fiscal 2010, the Company assumed a first mortgage
payable with an estimated fair value of approximately $9.2
million in conjunction with its purchase of the New Milford
Plaza Shopping Center. The mortgage requires payments of
principal and interest at a fixed rate of interest of 3.9% with
a maturity of December 2012.

During fiscal 2010, the Company borrowed $44.0 million
on its Facility to fund its equity in two property acquisitions
and two investments in real estate joint ventures accounted
for under the equity method of accounting. In September
2010, the Company repaid $32.4 million of those borrowings
with proceeds from its sale of Class A common stock.

In fiscal 2011, the Company repaid, at maturity, its first

During 2010, the Company entered into to a derivative

mortgage payable secured by its Carmel New York
property in the amount of $4.0 million.

During fiscal 2011, a wholly owned subsidiary of the

Company completed the installation of a solar power
system (the “Emerson System”) at the Company’s
Emerson Shopping Center in Emerson, New Jersey at a
total cost of approximately $1.2 million. The subsidiary of
the Company financed a portion of the project with a loan
in the amount of $819,000 from the Public Service Electric
and Gas Company of New Jersey (“PSE&G”), through
PSE&G’s “Solar Loan Program II.” The loan requires
monthly payments of principal and interest at 11.3% per
annum through its maturity date of May 31, 2026. The
subsidiary of the Company has the option of repaying all
36

financial instrument contract with BNY Mellon as the
counterparty. The terms of that contract allowed the
Company to “swap” a variable interest rate of Eurodollar
plus 0.85% per annum for a total fixed rate of interest of
2.07% per annum on a notional amount of $11.6 million.
The swap expires in January 2013.

During fiscal 2009, the Company, through a wholly

owned subsidiary, completed a new first mortgage
financing on one of its properties in the amount of $18.9
million. The new mortgage has a fixed rate of interest of
6.55% per annum with required monthly payments of
principal and interest based on a 25-year amortization
schedule. The mortgage has a term of ten years and is due
in May of 2019. Proceeds from the mortgage financing in

the amount of $17.1 million were used to repay
borrowings under the Company’s Facility. Additionally in
fiscal 2009, the Company completed a new first mortgage
financing on another of its properties in the amount of
$17.8 million. The new mortgage has a fixed rate of interest
of 6.66% per annum with required monthly payments of
principal and interest based on a 25-year amortization
schedule. The mortgage has a term of ten years and is due
in August of 2019.

The Company is exposed to interest rate risk primarily
through its borrowing activities. There is inherent rollover
risk for borrowings as they mature and are renewed at
current market rates. The extent of this risk is not
quantifiable or predictable because of the variability of
future interest rates and the Company’s future financing
requirements. Mortgage notes payable and other loans in
the amount of $118.1 million consist of fixed rate mortgage
loan indebtedness with a weighted average interest rate of
5.9% at October 31, 2011. The mortgage loans are secured
by 10 properties with a net book value of $180 million and
have fixed rates of interest ranging from 3.9% to 11.3%.
The Company made principal payments of $6.6 million
(including the repayment of $4.0 million in mortgages that
matured) in fiscal 2011 compared to $7.4 million (including
the repayment of $5.2 million in mortgages that matured)
in fiscal 2010 compared to $25.2 million (including the
repayment of $23.4 million in mortgages that matured) in
fiscal 2009. The Company may refinance its mortgage loans,
at or prior to scheduled maturity, through replacement
mortgage loans. The ability to do so, however, is dependent
upon various factors, including the income level of the
properties, interest rates and credit conditions within the
commercial real estate market. Accordingly, there can be
no assurance that such refinancings can be achieved.

The Company has a $50 million Unsecured Revolving
Credit Agreement (the “Facility”) with The Bank of New
York Mellon and Wells Fargo Bank N.A. The Facility gives
the Company the option, under certain conditions, to
increase the Facility’s borrowing capacity up to $100
million. The maturity date of the Facility is February 11,
2012 with one remaining one-year extension at the
Company’s option. Borrowings under the Facility can be
used for, among other things, acquisitions, working capital,
capital expenditures, and repayment of other indebtedness
and the issuance of letters of credit (up to $10 million).
Borrowings will bear interest at the Company’s option of
Eurodollar rate plus 0.85% to 1.15% or The Bank of New
York Mellon’s prime lending rate plus 0.50%. The Company
pays an annual fee on the unused commitment amount of
up to 0.175% based on outstanding borrowings during the
year. The Facility contains certain representations, financial
and other covenants typical for this type of facility. The
Company’s ability to borrow under the Facility is subject to
its compliance with the covenants and other restrictions on
an ongoing basis. The principal financial covenants limit the

URSTADT BIDDLE PROPERTIES INC.

Company’s level of secured and unsecured indebtedness
and additionally require the Company to maintain certain
debt coverage ratios. The Company was in compliance with
such covenants at October 31, 2011. In November of 2011,
the Company notified the lender of the Facility that it was
exercising its remaining one-year option which will extend
the maturity date to February 10, 2013.

The Company also has a Secured Revolving Credit
Facility with the Bank of New York Mellon (the “Secured
Credit Facility”). The Secured Credit Facility provides for
borrowings of up to $30 million. Originally scheduled to
expire April 15, 2011, the Company reached an agreement
with The Bank of New York Mellon to extend the maturity
date until May 16, 2014. The Secured Credit Facility is
collateralized by first mortgage liens on two of the
Company’s properties. Interest on outstanding borrowings
is at prime plus 1.00% or the Eurodollar rate plus 2.00%.
The Secured Credit Facility requires the Company to
maintain certain debt service coverage ratios relating to the
properties securing the Secured Credit Facility during its
term. The Company was in compliance with such covenants
at October 31, 2011. The Company pays an annual fee of
0.40% on the unused portion of the Secured Credit Facility.
The Secured Credit Facility is available to fund acquisitions,
capital expenditures, mortgage repayments, working capital
and other general corporate purposes.

Contractual Obligations

The Company’s contractual payment obligations as of
October 31, 2011 were as follows (amounts in thousands):

Payments Due by Period

Total

2012

2013

2014

2015

2016

There-
after

$118,135 $6,350 $13,599 $2,197 $6,779 $2,344 $86,866

4,791

4,768

—

$122,926 $11,118 $13,599 $2,197 $6,802 $2,344 $86,866

Mortgage
notes
payable

Tenant
obligations*

Total
Contractual
Obligations

*Committed tenant-related obligations based on executed leases as of
October 31, 2011.

The Company has various standing or renewable
service contracts with vendors related to its property
management. In addition, the Company also has certain
other utility contracts entered into in the ordinary course
of business which may extend beyond one year, which
vary based on usage. These contracts include terms
that provide for cancellation with insignificant or no
cancellation penalties. Contract terms are generally one
year or less.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Off-Balance Sheet Arrangements

The Company has three off-balance sheet investments in
real estate property including its fiscal 2010 acquisitions of a
66.7% equity interest in the Putnam Plaza shopping center,
its 11.642% equity investment in the Midway Shopping
Center L.P. and its earlier acquisition of a 20% economic
interest in a partnership that owns a primarily retail real
estate investment. These unconsolidated joint ventures are
accounted for under the equity method of accounting as we
have the ability to exercise significant influence, but not
control the operating and financial decisions of these
investments. Our off-balance sheet arrangements are more
fully discussed in Note 10, “Investments in and Advances to
Unconsolidated Joint Ventures,” included in the Company’s
financial statements included in this report.

Capital Expenditures

The Company invests in its existing properties and
regularly incurs capital expenditures in the ordinary
course of business to maintain its properties. The
Company believes that such expenditures enhance the
competitiveness of its properties. In fiscal 2011, the
Company paid approximately $8.1 million for property
improvements, tenant improvement and leasing
commission costs. The amounts of these expenditures
can vary significantly depending on tenant negotiations,
market conditions and rental rates. The Company expects
to incur approximately $4.8 million for anticipated capital
and tenant improvements and leasing costs in fiscal 2012.
These expenditures are expected to be funded from
operating cash flows or bank borrowings.

Acquisitions and Significant Property Transactions

The Company seeks to acquire properties which are
primarily shopping centers located in the northeastern
part of the United States with a concentration in Fairfield
County, Connecticut, Westchester and Putnam Counties,
New York and Bergen County, New Jersey.

In December 2011, a subsidiary of the Company acquired

the Eastchester Plaza Shopping Center in the Town of
Eastchester, Westchester County, New York for a purchase
price of $9 million. In connection with the purchase, the
Company assumed a first mortgage encumbering the
property in the approximate amount of $3.6 million that
bears interest at the rate of 7.64% per annum. The mortgage
matures in April 2012. The remaining equity needed to
complete the acquisition was funded with available cash
and borrowings on the Facility.

In October 2011, a wholly owned subsidiary of the

Company purchased an additional 82,081 limited
partnership units (of the 224,257 outstanding limited
partnership units prior to the purchase) or 9.23% of the total
outstanding partnership units of the limited partnership
that owns the Ferry Plaza property. As a result of the
purchase, the Company or wholly owned subsidiaries
of the Company now owns 84.02% of the Partnership.
38

In October 2011, the Company, through a wholly owned

subsidiary, completed the purchase of the 63,000 square
foot Fairfield Centre Shopping Center, in Fairfield,
Connecticut for a purchase price of $17.0 million. The
Company financed its net investment in the property with
available cash and a borrowing on its Facility. In
conjunction with the purchase, the Company incurred
acquisition costs totaling $19,000.

In April 2011, the Company, through a wholly owned
subsidiary, completed the purchase of the 72,000 square
foot Fairfield Plaza Shopping Center, in New Milford,
Connecticut for a purchase price of $10.8 million, subject to
an existing first mortgage secured by the property at its
estimated fair value of approximately $5.0 million. The
Company financed its net investment in the property with
available cash and a borrowing on its Facility. In
conjunction with the purchase, the Company incurred
acquisition costs totaling $53,000.

In December 2010, the Company reached a lease
termination settlement (“Settlement”) with a former
tenant in its Meriden shopping center in Meriden,
Connecticut. In accordance with the Settlement agreement,
the prior tenant was released from all its obligations under
the aforementioned lease in exchange for a settlement
payment to the Company. The Settlement agreement
provides that the former tenant will pay the Company
$3.3 million in 41 equal monthly payments of $80,000 and
one final monthly payment of $20,000 without interest
beginning on January 1, 2011. The Company has recorded
the lease termination in the consolidated statement of
income for the fiscal year ended October 31, 2011 in the
amount of $2,988,000, which amount represents the present
value of the 42 payments due to the Company under the
Settlement agreement at a discount rate of 5.75% per
annum. The Company will record the remaining $312,000 as
interest income over the remaining payment term though
June 1, 2014 in accordance with the effective yield method.
In April 2010, the Company, through a wholly owned

subsidiary, acquired three buildings containing 28,000
square feet of retail and office space in Katonah, New York
for a cash purchase price of $8.5 million. In conjunction
with the purchase, the Company incurred acquisition costs
totaling $47,000 which have been expensed on the fiscal
2010 consolidated statement of income.

In May 2010, the Company, through a wholly owned
subsidiary, completed the purchase of the New Milford
Plaza Shopping Center in New Milford, Connecticut for a
purchase price of $22.3 million, subject to an existing first
mortgage secured by the property at its estimated fair
value of approximately $9.2 million. The Company

financed its investment in the property with available cash
and a $13.2 million borrowing on its Facility. In conjunction
with the purchase, the Company incurred acquisition costs
totaling $29,000 which have been expensed on the fiscal
2010 consolidated statement of income.

In April 2010, the Company, through a wholly owned
subsidiary, acquired a 66.7% undivided equity interest in
the Putnam Plaza Shopping Center in Carmel, New York
for a net investment of $6.5 million including closing costs.
The remaining undivided interest in the property is owned
by an unaffiliated investor. Simultaneously to the
acquisition, a $21 million non-recourse first mortgage
payable was placed on the property with the proceeds
distributed to the seller. The new mortgage has an initial
term of five years with a five-year extension right at the
then market interest rate as defined. Payments of interest
only are due for the first thirty months at 6.2%. Beginning
in the thirty-first month, payments of principal and
interest, at the rate of 6.2%, are required based on a
twenty-seven and one-half year amortization schedule.
The minority investor in the venture has provided

the first mortgage lender with a $2 million recourse
guarantee, which guarantees payment and performance.
The Company has entered into an agreement with the
minority investor whereby the Company will participate
in the guarantee up to 66.7%.

The Company accounts for its investment in the Putnam
Plaza joint venture under the equity method of accounting
since it exercises significant influence, but does not control
the venture.

In June 2010, the Company, through a wholly owned
subsidiary, purchased a 9.9667% equity interest in Midway
Shopping Center L.P. (“Midway”), which owns a 247,000
square foot shopping center in Westchester County, New
York for approximately $6.0 million. Also in June 2010, the
Company loaned Midway, in the form of an unsecured
note, approximately $11.6 million, which Midway used to
repay $11.6 million in mortgage and unsecured loans. The
loan to Midway by the Company requires monthly
payments to the Company of interest only at 5.75% and will
mature on January 1, 2013. The investments were funded
with available cash and a $17.5 million borrowing on the
Company’s Facility. In fiscal 2011, the Company made an
additional $798,000 (1.675%) equity investment in Midway
that increased its overall equity ownership to 11.642% at
October 31, 2011 and loaned Midway an additional $800,000
at identical terms as the aforementioned $11.6 million
unsecured note. The Company accounts for its investment
in Midway under the equity method of accounting.

The Company has allocated the $7.4 million excess of the

carrying amount of its investment in and advance to
Midway over the Company’s share of Midway’s net book
value to real property and will amortize the difference
over the estimated useful life of 39 years.

URSTADT BIDDLE PROPERTIES INC.

Midway currently has a non-recourse first mortgage

On July 24, 2009, the State of Connecticut acquired

certain areas of a property owned by two of the Company’s
wholly owned subsidiaries through a combination of
condemnation and easement due to the construction of
a bridge that runs over the property and awarded the
Company’s subsidiaries a total of approximately $2.0
million. Approximately $1.8 million of the total award
represents amounts to be paid to the Company for
easements provided to the State of Connecticut for certain
areas of the property for the next 10 years, loss of rental
income and property restoration costs. The Company is
amortizing the easement and loss of rental income proceeds
as an addition to income on a straight-line basis evenly
over the 10-year life of the easement and lost rent period.
In August 2009, the Company acquired three retail
properties in Westchester County, New York, for a cash
purchase price of approximately $600,000, including
closing costs.

In fiscal 2009, the Company sold a 3,400 square foot

NON-CORE PROPERTIES

In a prior year, the Company's Board of Directors
expanded and refined the strategic objectives of the
Company to refocus its real estate portfolio into one of
self-managed retail properties located in the northeast and
authorized the sale of the Company’s non-core properties
in the normal course of business over a period of several
years. At October 31, 2011, the Company’s non-core
properties consist of two distribution service facilities
(both of which are located outside of the northeast region
of the United States). Currently the properties are used as
parts distribution facilities for the parts and service
division of Chrysler Group LLC.

The Company intends to sell these remaining non-core

properties as opportunities become available. The
Company’s ability to generate cash from asset sales is
dependent upon market conditions and will be limited if
market conditions make such sales unattractive. There
were no sales of non-core properties in fiscal 2011, 2010
and fiscal 2009. At October 31, 2011, the two remaining
non-core properties have a net book value of
approximately $584,000.

FUNDS FROM OPERATIONS

The Company considers Funds from Operations (“FFO”)

to be an additional measure of an equity REIT’s operating
performance. The Company reports FFO in addition to its

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FFO amounted to $34.45 million in fiscal 2011 compared
to $30.05 million in fiscal 2010 compared to $30.11 million
in fiscal 2009.

The net increase in FFO in fiscal 2011, when compared
with fiscal 2010 is attributable, among other things, to: a) an
increase from the net operating income relating to property
acquisitions and investments in unconsolidated joint
ventures in fiscal 2010 and fiscal 2011; b) an increase in
net operating income provided by new leasing at several
properties in the latter part of fiscal 2010 and in fiscal 2011;
and c) $2.99 million in lease termination income relating to
one tenant in our Meriden, Connecticut shopping center;
offset by d) new vacancies at several tenant spaces in the
portfolio during the latter part of fiscal 2010 and fiscal 2011;
and e) an increase in restricted stock amortization expense
in fiscal 2011 when compared with fiscal 2010.

The net decrease in FFO in fiscal 2010, when compared
with fiscal 2009 is attributable, among other things, to: a) a
decrease from the beginning of fiscal 2009 in the leased
and occupancy percentage at some of the Company’s core
properties which resulted in a reduction in base rent billed,
and common area maintenance and real estate tax
reimbursement revenue billed and accrued at some of our
properties owned in both periods; b) a reduction in
investment income and gain on sale of securities in the
combined amount of $600,000 relating to the purchase and
sale of marketable securities in the second quarter of fiscal
2009; c) an increase in interest expense from two
mortgages the Company entered into in fiscal 2009;
d) an increase in general and administrative expenses
predominantly related to an increase in restricted stock
amortization expense; and e) $307,000 in property
acquisition costs related to the recently completed
acquisitions, that prior to the beginning of fiscal 2010
were capitalized under generally accepted accounting
principles, offset by lease termination income in the
amount of $586,000 received in the third quarter of fiscal
2010 and the FFO related to $46.2 million in property
investments in the second and third quarters of fiscal 2010
(see more detailed explanations which follow).

net income applicable to common stockholders and net
cash provided by operating activities. Management has
adopted the definition suggested by The National
Association of Real Estate Investment Trusts (“NAREIT”)
and defines FFO to mean net income (computed in
accordance with GAAP) excluding gains or losses from
sales of property, plus real estate-related depreciation and
amortization and after adjustments for unconsolidated
joint ventures.

Management considers FFO a meaningful, additional
measure of operating performance because it primarily
excludes the assumption that the value of its real estate
assets diminishes predictably over time and industry
analysts have accepted it as a performance measure. FFO is
presented to assist investors in analyzing the performance
of the Company. It is helpful as it excludes various items
included in net income that are not indicative of the
Company’s operating performance, such as gains (or losses)
from sales of property and deprecation and amortization.

However, FFO:

• does not represent cash flows from operating activities

in accordance with GAAP (which, unlike FFO,
generally reflects all cash effects of transactions and
other events in the determination of net income); and
• should not be considered an alternative to net income

as an indication of the Company’s performance.

FFO as defined by us may not be comparable to similarly

titled items reported by other real estate investment trusts
due to possible differences in the application of the
NAREIT definition used by such REITs. The table below
provides a reconciliation of net income applicable to
Common and Class A Common Stockholders in accordance
with GAAP to FFO for each of the three years in the period
ended October 31, 2011 (amounts in thousands):

Year Ended October 31,
2011
2010

2009

Net Income Applicable to Common and

Class A Common Stockholders

$ 18,549

$ 14,448

$ 14,649

Real property depreciation
Amortization of tenant

improvements and allowances
Amortization of deferred leasing costs
Depreciation and amortization on
unconsolidated joint ventures

Loss on assets held for sale

12,258

11,689

11,463

2,450
541

655
—

2,810
523

283
300

3,169
672

—
155

Funds from Operations Applicable

to Common and Class A
Common Stockholders

Net Cash Provided by (Used in):

Operating Activities
Investing Activities
Financing Activities

$ 34,453

$ 30,053

$ 30,108

$ 46,713
$ 42,611
$ 45,172
$(42,516) $(51,195) $ (3,095)
$(15,343) $ 11,358
$(30,840)

URSTADT BIDDLE PROPERTIES INC.

RESULTS OF OPERATIONS

Fiscal 2011 vs. Fiscal 2010

The following information summarizes the Company’s results of operations for the year ended October 31, 2011 and

2010 (amounts in thousands):

Revenues
Base rents
Recoveries from tenants
Mortgage interest and other

Operating Expenses
Property operating
Property taxes
Depreciation and amortization
General and administrative

Non-Operating Income/Expense
Interest expense
Interest, dividends, and other

investment income

Revenues:

Year Ended October 31,

Change Attributable to:

2011

$64,249
21,552
2,014

14,750
14,522
15,292
7,521

7,865

851

2010

$63,419
20,074
1,023

13,626
13,682
15,066
6,873

7,585

396

Increase
(Decrease)

%
Change

Property
Acquisitions

Properties Held
In Both Periods

$ 830
1,478
991

1,124
840
226
648

280

455

1.3%
7.4%
96.9%

8.3%
6.1%
1.5%
9.4%

3.7%

114.9%

$1,853
553
26

441
346
444
n/a

360

n/a

$(1,023)
925
965

683
494
(218)
n/a

(80)

n/a

Base rents increased by 1.3% to $64.2 million in fiscal 2011
as compared with $63.4 million in the comparable period of
2010. The increase in base rentals and the changes in other
income statement line items were attributable to:

Property Acquisitions:

In fiscal 2011, the Company purchased one property
totaling approximately 72,000 square feet of GLA. This
property accounted for all of the revenue and expense
changes attributable to property acquisitions during the
fiscal year ended 2011. The remaining property acquired
by the Company in fiscal 2011 was purchased on the last
day of the fiscal year and did not provide any material
revenue or expenses of the Company in fiscal 2011.

Properties Held in Both Periods:

The net decrease in base rents for properties held during
fiscal 2011 compared to the same period in fiscal 2010 was a
result of an increase in rental rates for in-place leases for
existing tenants over the periods, additional base rent
revenue for newly leased spaces in fiscal 2011 and 2010 that
were vacant in parts of fiscal 2010; offset by an increase in
vacancies occurring in fiscal 2011 at several of the
Company’s core properties which resulted in a loss in base
rental revenue for fiscal 2011 when compared with the
corresponding period of fiscal 2010. During fiscal 2011, the
Company leased or renewed leases on approximately
424,000 square feet (or approximately 9.8% of total
consolidated property leasable area). At October 31, 2011,
the Company’s core properties were approximately 90.5%
leased. Overall core property occupancy was relatively
unchanged from the end of fiscal 2010 and was 89.8% at
October 31, 2011.

Recoveries from tenants for properties owned in both
periods (which represents reimbursements from tenants
for operating expenses and property taxes) increased by
$925,000 compared to the same period in fiscal 2010. This
increase was a result of an increase in expenses for
common area maintenance and real estate taxes in
properties held in both periods offset by a decrease in the
leased percentage at some of the Company’s properties
that reduced the rate at which the Company could bill
and accrue common area maintenance and real estate
tax revenue to its tenants under its leases.

Expenses:

Operating expenses for properties held in both periods
increased by $683,000 in fiscal 2011 when compared with
the same period of fiscal 2010 caused by an increase in
snow removal costs during the severe 2010/2011 winter in
our marketplace and by higher parking lot maintenance
and tenant collection costs.

Property taxes for properties held in both periods

increased by $494,000 during fiscal 2011 when compared to
the same period in fiscal 2010 as a result of increased
assessments and municipal tax rates on certain properties.
Interest expense for properties held in both periods was

relatively unchanged when compared with fiscal 2010.

Depreciation and amortization expense from properties

held in both periods decreased by $218,000 in fiscal 2011
compared to the corresponding period of fiscal 2010 as a
result of certain assets becoming fully depreciated in fiscal
2010 and fiscal 2011.

General and administrative expenses increased by $648,000
or 9.4% in fiscal 2011 compared to the corresponding periods
in fiscal 2010, primarily due to an increase in restricted stock
compensation amortization expense.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Fiscal 2010 vs. Fiscal 2009

Revenues
Base rents
Recoveries from tenants
Mortgage interest and other

Operating Expenses
Property operating
Property taxes
Depreciation and amortization
General and administrative

Non-Operating Income/Expense
Interest expense
Interest, dividends, and other

investment income

Year Ended October 31,

Change Attributable to:

2010

2009

Increase
(Decrease)

%
Change

Property
Acquisitions

Properties Held
In Both Periods

$63,419
20,074
1,023

13,626
13,682
15,066
6,873

7,585

396

$61,178
20,728
744

13,239
13,089
15,366
6,350

6,695

280

$2,241
(654)
279

387
593
(300)
523

890

116

3.7%
(3.2)%
37.5%

2.9%
4.5%
(2.0)%
8.2%

13.3%

41.4%

$1,367
248
2

361
275
379
n/a

182

n/a

$ 874
(902)
277

26
318
(679)
n/a

708

n/a

Revenues:

Base rents increased by 3.7% to $63.4 million in fiscal
2010 as compared with $61.2 million in the comparable
period of 2009. The increase in base rentals and the
changes in other income statement line items were
attributable to:

Property Acquisitions:

In fiscal 2010, the Company purchased two properties
totaling approximately 258,000 square feet of GLA. These
properties accounted for all of the revenue and expense
changes attributable to property acquisitions during the
fiscal year ended 2010. The remaining two property
acquisitions made by the Company in fiscal 2010 are
accounted for under the equity method of accounting and
are not included in any of the variance analysis in the
preceding charts on the consolidated financial statements.

Properties Held in Both Periods:

The net increase in base rents for properties held during
fiscal 2010 compared to the same period in fiscal 2009, was
a result of an increase in rental rates for in-place leases for
existing tenants over the periods, additional base rent
revenue for newly leased spaces in fiscal 2010 that were
vacant in parts of fiscal 2009 and 2010; offset by an increase
in vacancies occurring in fiscal 2009 at several of the
Company’s core properties which resulted in a loss in base
rental revenue for fiscal 2010 when compared with the
corresponding period of fiscal 2009. During fiscal 2010, the
Company leased or renewed leases on approximately
834,000 square feet (or approximately 18% of total
consolidated property leasable area). At October 31, 2010,
the Company’s core properties were approximately 94%
leased. Overall core property occupancy decreased 1%
from 91% at October 31, 2009 to October 31, 2010.

Recoveries from tenants for properties owned in both
periods (which represents reimbursements from tenants
for operating expenses and property taxes) decreased by
$902,000 compared to the same period in fiscal 2009. This
decrease was a result of a decrease in the leased percentage
at some of the Company’s properties that reduced the rate
at which the Company could bill and accrue common area
maintenance and real estate tax revenue to its tenants
under its leases.

Expenses:

Operating expenses for properties held in both periods

were relatively unchanged during fiscal 2010 when
compared with the same period of fiscal 2009.

Property taxes for properties held in both periods

increased by $318,000 during fiscal 2010 when compared
to the same period in fiscal 2009 as a result of increased
assessments and municipal tax rates on certain properties.

Interest expense for properties held in both periods

increased by $708,000 as a result of the Company
mortgaging a previously free and clear property in
September 2009 in the amount of $17.8 million and
increasing the size of another one of its mortgages from
approximately $12 million to $18.9 million in May 2009.
This increase was offset by scheduled principal payments
on mortgage notes payable and the repayment of a
mortgage note payable in the amount of $5.2 million in
December 2009 (fiscal 2010).

Depreciation and amortization expense from properties

held in both periods decreased by $679,000 in fiscal 2010
compared to the corresponding period of fiscal 2009 as a
result of the acceleration of depreciation and amortization
on tenant improvements and deferred leasing charges
related to two lease terminations in the first quarter of
fiscal 2009.

General and administrative expenses increased by $523,000
or 8.2% in fiscal 2010 compared to the corresponding periods
in fiscal 2009, primarily due to an increase in restricted stock
compensation amortization expense.

Assets Held for Sale and Discontinued Operations:

There were no properties classified as held for sale or
with reported discontinued operations in fiscal 2011 and
fiscal 2010.

In fiscal 2009, the Company completed the negotiations

on a contract to sell two properties for a sales price,
including closing costs, of $8.1 million. In accordance with
GAAP, the Company adjusted the carrying value of the
property to $8.1 million and realized a loss on asset held
for sale of approximately $155,000. Subsequent to fiscal
2009, the contract was terminated and the Company
completed negotiations on a new contract with a different
buyer to sell the two properties for a sales price, including
closing costs, of $7.8 million. In accordance with GAAP,
the Company further adjusted the carrying value of the
property to $7.8 million and realized a loss on asset held
for sale of approximately $300,000. The $300,000 in fiscal
2010 and the $155,000 in fiscal 2009 are included in other
expense on the accompanying consolidated statement of
income for those periods, respectively, as the Company
determined that the amount of loss, operations and
revenue of the property were insignificant to disclose
separately as discontinued operations.

In fiscal 2009, the Company sold a 3,400 square foot

vacant retail property located in Eastchester, New York for
a sales price of approximately $925,000. This property was
acquired by the Company in fiscal 2008 and there was no
significant gain or loss recorded on the sale. The property
had no operating activity and accordingly the Company
will not report any discontinued operations.

URSTADT BIDDLE PROPERTIES INC.

INFLATION

The Company’s long-term leases contain provisions to
mitigate the adverse impact of inflation on its operating
results. Such provisions include clauses entitling the
Company to receive (a) scheduled base rent increases and
(b) percentage rents based upon tenants’ gross sales, which
generally increase as prices rise. In addition, many of the
Company’s non-anchor leases are for terms of less than ten
years, which permits the Company to seek increases in
rents upon renewal at then current market rates if rents
provided in the expiring leases are below then existing
market rates. Most of the Company’s leases require tenants
to pay a share of operating expenses, including common
area maintenance, real estate taxes, insurance and utilities,
thereby reducing the Company’s exposure to increases in
costs and operating expenses resulting from inflation.

ENVIRONMENTAL MATTERS

Based upon management’s ongoing review of its

properties, management is not aware of any
environmental condition with respect to any of the
Company’s properties that would be reasonably likely to
have a material adverse effect on the Company. There can
be no assurance, however, that (a) the discovery of
environmental conditions, which were previously
unknown, (b) changes in law, (c) the conduct of tenants or
(d) activities relating to properties in the vicinity of the
Company’s properties, will not expose the Company to
material liability in the future. Changes in laws increasing
the potential liability for environmental conditions existing
on properties or increasing the restrictions on discharges
or other conditions may result in significant unanticipated
expenditures or may otherwise adversely affect the
operations of the Company’s tenants, which could
adversely affect the Company’s financial condition and
results of operations.

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management of the Company is responsible for establishing and maintaining adequate internal control over financial

reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. The Company’s
internal control over financial reporting is a process designed by, or under the supervision of, the Company’s Chief
Executive Officer and Chief Financial Officer and effected by the Company’s Board of Directors, management and other
personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements in accordance with generally accepted accounting principles.

The Company’s internal control over financial reporting includes policies and procedures that: relate to the maintenance of

records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets of the Company;
provide reasonable assurance of the recording of all transactions necessary to permit the preparation of the Company’s
consolidated financial statements in accordance with generally accepted accounting principles and the proper authorization
of receipts and expenditures in accordance with authorization of the Company’s management and directors; and provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the
Company’s assets that could have a material effect on the Company’s consolidated financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,

projection of any evaluation of effectiveness to future periods is subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of October 31, 2011.

In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the
Treadway Commission (“COSO”) in Internal Control—Integrated Framework. Based on its assessment, management
determined that the Company’s internal control over financial reporting was effective as of October 31, 2011. The Company’s
independent registered public accounting firm, PKF O’Connor Davies, a Division of O’Connor, LLP, has audited the
effectiveness of the Company’s internal control over financial reporting, as indicated in their attestation report which is
included on the following page.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders of Urstadt Biddle Properties Inc.

We have audited Urstadt Biddle Properties Inc.’s internal control over financial reporting as of October 31, 2011, based
on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission (the “COSO criteria”). Urstadt Biddle Properties Inc.’s management is responsible for
maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control
over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial
Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based
on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United

States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining
an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing
and evaluating the design and operating effectiveness of internal control based on the assessed risk and performing such
other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis
for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. A company’s internal control over financial reporting includes those policies
and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made only in accordance with authorizations of management and
directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,

projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Urstadt Biddle Properties Inc. maintained, in all material respects, effective internal control over financial

reporting as of October 31, 2011 based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States), the consolidated balance sheets of Urstadt Biddle Properties Inc. as of October 31, 2011 and 2010, and the related
consolidated statements of income, stockholders’ equity, and cash flows for each of the three years in the period ended
October 31, 2011 and our report dated January 12, 2012 expressed an unqualified opinion thereon.

New York, New York
January 12, 2012

PKF O’Connor Davies
a Division of O’Connor Davies, LLP

TAX STATUS

The following tables set forth the dividends declared per Common share and Class A Common share and tax status

for Federal income tax purposes of the dividends paid during the fiscal years ended October 31, 2011 and 2010:

Dividend
Payment Date
January 21, 2011
April 15, 2011
July 15, 2011
October 21, 2011

Dividend
Payment Date
January 22, 2010
April 16, 2010
July 16, 2010
October 15, 2010

Common Shares

Gross
Dividend

Paid Ordinary
Income
$.1655
$.1655
$.1655
$.1655
$.662

Per Share
$.2225
$.2225
$.2225
$.2225
$.89

Non-
Taxable
Portion
$.057
$.057
$.057
$.057
$.228

Common Shares

Gross
Dividend

Paid Ordinary
Income
$.161
$.161
$.161
$.161
$.644

Per Share
$.220
$.220
$.220
$.220
$.88

Non-
Taxable
Portion
$.059
$.059
$.059
$.059
$.236

Class A Common Shares
Gross
Dividend

Paid Ordinary
Income
$.182
$.182
$.182
$.182
$.728

Per Share
$.245
$.245
$.245
$.245
$.98

Class A Common Shares
Gross
Dividend

Paid Ordinary
Income
$.1771
$.1771
$.1771
$.1771
$.7084

Per Share
$.2425
$.2425
$.2425
$.2425
$.97

Non-
Taxable
Portion
$.063
$.063
$.063
$.063
$.252

Non-
Taxable
Portion
$.0654
$.0654
$.0654
$.0654
$.2616

The Company has paid quarterly dividends since it commenced operations as a real estate investment trust in 1969.
During the fiscal year ended October 31, 2011, the Company made distributions to stockholders aggregating $0.89 per
Common share and $0.98 per Class A Common share. On December 14, 2011, the Company’s Board of Directors
approved the payment of a quarterly dividend payable January 20, 2012 to stockholders of record on January 6, 2012.
The quarterly dividend rates were declared in the amounts of $0.2250 per Common share and $0.2475 per Class A
Common share.

MARKET PRICE RANGES

Shares of Common Stock and Class A Common Stock of the Company are traded on the New York Stock Exchange
under the symbols "UBP" and “UBA,” respectively. The following table sets forth the high and low closing sales prices
for the Company's Common Stock and Class A Common Stock during the fiscal years ended October 31, 2011 and 2010
as reported on the New York Stock Exchange:

Common shares:
First Quarter
Second Quarter
Third Quarter
Fourth Quarter

Class A Common shares:
First Quarter
Second Quarter
Third Quarter
Fourth Quarter

Fiscal Year Ended
October 31, 2011
High
Low

Fiscal Year Ended
October 31, 2010
High
Low

$15.64
$15.18
$15.90
$13.71

$18.40
$18.12
$17.46
$15.31

$17.25
$16.99
$17.87
$17.12

$19.97
$20.05
$19.56
$18.23

$13.07
$13.45
$13.68
$14.73

$13.72
$14.49
$15.72
$16.96

$15.65
$15.50
$15.58
$16.75

$15.61
$17.38
$17.85
$19.55

PERFORMANCE GRAPH

The following graph compares, for the five-year period beginning October 31, 2006 and ended October 31, 2011,
the Company’s cumulative total return to holders of the Company’s Class A Common Shares and Common Shares
with the returns for the NAREIT All—REIT Total Return Index (a peer group index) published by the National
Association of Real Estate Investment Trusts (NAREIT) and for the S&P 500 Index for the same period.

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
Among Urstadt Biddle Properties Inc., the S&P 500 Index
and the FTSE NAREIT All REIT Index

$140

$120

$100

$80

$60

$40

$20

10/06

10/07

10/08

10/09

10/10

10/11

Urstadt Biddle Properties Inc.

Urstadt Biddle Properties Inc.—Class A

S&P 500

FTSE NAREIT All REIT

*$100 invested on 10/31/06 in stock or index, including reinvestment of dividends. Fiscal year ending October 31.

Urstadt Biddle Properties Inc.
Urstadt Biddle Properties Inc.—Class A
S&P 500
FTSE NAREIT All REITs

10/06
100.00
100.00
100.00
100.00

10/07
99.68
91.52
114.56
97.08

10/08
99.24
95.55
73.21
58.42

10/09
89.49
92.04
80.38
59.55

10/10
112.89
126.99
93.66
83.89

10/11
122.31
124.52
101.24
91.88

The stock price performance shown on the graph is not necessarily indicative of future price performance.

DIReCToRS

CHARleS J. uRSTADT
Chairman
urstadt Biddle properties inc.

RICHARD GRellIeR
Managing Director
Deutsche Bank Securities inc.

RoBeRT R. DouGlASS
vice Chairman
urstadt Biddle properties inc.
of Counsel, Milbank, tweed,
Hadley and McCloy

keVIn J. BAnnon
Managing Director
Highmount Capital LLC

GeoRGe H.C. lAWRenCe
Chairman and
Chief executive officer
Lawrence properties

RoBeRT J. MuelleR
retired Senior executive vice
president
the Bank of new York

WIllInG l. BIDDle
president
urstadt Biddle properties inc.

CHARleS D. uRSTADT
president
urstadt property Company, inc.

e. VIRGIl ConWAY
retired Chairman
new York State Metropolitan
transportation authority

DIReCToRS eMeRITuS
PeTeR HeRRICk
JAMeS o. YoRk

oFFICeRS

CHARleS J. uRSTADT
Chairman and
Chief executive officer

WIllInG l. BIDDle
president and
Chief operating officer

THoMAS D. MYeRS
executive vice president,
Chief Legal officer and Secretary

JoHn T. HAYeS
Senior vice president,
Chief financial officer
and treasurer

JAMeS M. ARIeS
Senior vice president
acquisitions and Leasing

lInDA l. lACeY
Senior vice president
Leasing

DAnIel loGue
vice president
Management and Construction

DIAne MIDollo
vice president
Controller

STePHAn RAPAGlIA
vice president,
real estate Counsel and
assistant Secretary

AnDReW AlBReCHT
assistant vice president
Management and Construction

HeIDI R. BRAMAnTe
assistant vice president
assistant Controller

JoHn GRIllo
assistant vice president
Superintendent of Maintenance

JAnIne IARoSSI
assistant vice president
insurance and Benefit
administrator

SuzAnne MooRe
assistant vice president
Billing Manager

JoAnnA RoTonDe
assistant vice president
acquisitions and Leasing

RoBeRT WeekS
assistant vice president
Leasing

CoRPoRATe InFoRMATIon

Securities Traded

new York Stock exchange
Symbols: uBa, uBp, uBp-pC and uBp-pD
Stockholders of record as of
December 31, 2011:
Common Stock: 891 and
Class a Common Stock: 890

Annual Meeting

the annual meeting of stockholders will
be held at 2:00 p.M. on March 6, 2012 at
Doral arrowwood, rye Brook, new York.

Form 10-k

a copy of the Company’s 2011 annual
report on form 10-K filed with the
Securities and exchange Commission
may be obtained by stockholders without
charge by writing to the Secretary of the
Company at its executive office.

Shareholder Information and
Dividend Reinvestment Plan

inquiries regarding stock ownership,
dividends or the transfer of shares can
be made by writing to our transfer agent,
Computershare inc., Shareowner Services
Department, p.o. Box 358015, pittsburgh,
pa 15252-8015 or by calling toll-free at
1-800-524-4458. the Company has a
dividend reinvestment plan that provides
stockholders with a convenient means
of increasing their holdings without
incurring commissions or fees. for
information about the plan, stockholders
should contact the transfer agent. other
shareholder inquiries should be directed
to thomas D. Myers, Secretary, telephone
(203) 863-8200.

Independent Registered Public
Accounting Firm

pKf o’Connor Davies
a Division of o’Connor Davies, LLp

General Counsel

Baker & McKenzie LLp

Internal Audit

Berdon LLp, Cpas and advisors

executive office of the Company

321 railroad avenue
Greenwich, Ct 06830
tel: (203) 863-8200
fax: (203) 861-6755
Website: www.ubproperties.com

Investor Relations

Memberships

investors desiring information about
the Company can contact Jillian ponte,
investor relations, telephone
(203) 863-8200. investors are also
encouraged to visit our website at:
www.ubproperties.com

national association of real estate
investment trusts, inc. (nareit)
international Council of Shopping
Centers (iCSC)

Top left, clockwise: Townline Square, Meriden, Connecticut, Goodwives Shopping Center, Darien, Connecticut,
Ridgeway Shopping Center, Stamford, Connecticut, Danbury Square, Danbury, Connecticut

321 RailRoad avenue
GReenwich, connecticut 06830

We have always believed—

We are the RIGHT Company.

In the RIGHT Business.

In the RIGHT Place.

At the RIGHT Time.