Urstadt Biddle Properties Inc. Annual Report 2016

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FY2016 Annual Report · Urstadt Biddle Properties Inc.

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2016 annual report

(In Millions)

$120

$110

$100

$90

$80

$70

$60

$50

$40

$30

$20

$10

’07

’08

’09

’10

’11

’12

’13

’14

’15

’16

Revenues Funds From Operations Common & Class A Dividends Paid

(In Millions)

$120

$110

$100

$90

$80

$70

$60

$50

$40

$30

$20

$10

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

Revenues Funds From Operations Common & Class A Dividends Paid

47 Consecutive Years of
Uninterrupted Dividends.

23 Consecutive Years of
Increased Dividends.

Stock prices are only opinions. But dividends are facts.

CONTENTS

Selected Financial Data

Letter to Our Stockholders

Map of Investment Properties

Investment Portfolio

Financials

Management’s Discussion and Analysis of
Financial Condition and Results of Operations

Directors and Officers

Urstadt Biddle Properties Inc. is a self-administered publicly held real estate

investment trust providing investors with a means of participating in the

ownership of income-producing properties. Our investment properties consist of
neighborhood and community shopping centers in the northeastern part of the
United States with a concentration in the Metropolitan New York tri-state area
outside of the City of New York.

Class A Common Shares, Common Shares, Series F Preferred Shares and Series G
Preferred Shares of the company trade on the New York Stock Exchange under
the symbols “UBA,” “UBP,” “UBPPRF” and “UBPPRG.”

SELECTED FINANCIAL DATA
(Amounts in thousands, except share data)

Year Ended October 31,

2016

2015

2014

2013

2012

Balance Sheet Data:
Total Assets
Revolving Credit Lines and Unsecured Term Loan
Mortgage Notes Payable and Other Loans
Preferred Stock Called For Redemption
Redeemable Preferred Stock

Operating Data:
Total Revenues
Total Expenses and Payments to

Noncontrolling Interests

Income from Continuing Operations before

$931,324
$ 8,000
$273,016
$ —
$ —

$ 861,075
$ 22,750
$ 260,457
$ —
$ —

$ 819,005
$ 40,550
$ 205,147
$ 61,250
$ —

$ 650,026
$ 9,250
$ 166,246
$ —
$ —

$724,243
$ 11,600
$143,236
$ 58,508
$ 21,510

$ 116,792

$ 115,312

$102,328

$ 95,203

$ 90,395

$ 85,337

$ 88,594

$ 75,927

$ 70,839

$ 64,367

Discontinued Operations

$ 34,605

$ 50,212

$ 53,091

$ 29,105

$ 27,282

Per Share Data:
Net Income from Continuing Operations –

Basic:
Class A Common Stock
Common Stock

Net Income from Continuing Operations –

Diluted:
Class A Common Stock
Common Stock

Cash Dividends Paid on:
Class A Common Stock
Common Stock

Other Data:
Net Cash Flow Provided by (Used in):

Operating Activities
Investing Activities
Financing Activities

$ .57
$ .50

$ .56
$ .49

$1.04
$ .92

$1.02
$ .90

$1.22
$1.09

$1.19
$1.06

$1.01
$ .90

$ .31
$ .28

$ .30
$ .27

$1.00
$ .90

$.42
$.38

$.41
$.36

$.99
$.90

$ 60,062
$ (80,053)
$ 20,639

$ 51,100
$(105,034)
$ (12,472)

$ 50,915
$ (54,624)
$ 73,793

$ 50,952
$(49,631)
$ (76,468)

$ 52,504

$ (10,778)
$ 31,837

Funds from Operations (Note)

$ 43,603

$ 38,056

$ 33,032

$ 29,506

$ 30,627

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 Condition and Results of Operations on page 34.
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 34.

Total Revenues
(In thousands)

Funds From Operations
(In thousands)

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

’12

’13

’14

’15

’16

’12

’13

’14

’15

’16

’12

’13

’14

’15

’16

120000

100000

80000

60000

40000

20000

50000

40000

30000

20000

10000

2.0

1.5

1.0

0.5

0.0

LETTER TO OUR STOCKHOLDERS

Goodwives Shopping Center
Darien, Connecticut

We are happy to report that 2016 was another
record-breaking year for Urstadt Biddle Properties.

Revenues grew 1% to a record $117 million, recurring

funds from operations grew 9% on a dollar value basis and

6% on a per share basis, and general and administrative

expenses remained at 1% of total assets, essentially flat

compared to 2015. We acquired two quality shopping

centers in our backyard, and we are currently working

on the acquisition of a number of additional quality

properties commensurate with our growth strategy.

We leased all but one of the nine supermarkets
impacted by A&P’s bankruptcy, and we made good
progress in filling the few other key vacancies in our
portfolio. We extended the contract for the sale of our
White Plains property, and we expect the sale to close
in March 2017. In short, the Company continues to
successfully execute its overall strategy, and we are
confident in the future.

We are often asked, “How do you deal with all of the
problem retailers and vacancies that I read about
in the news?” It seems every day there is another
story about the rise of Internet sales, the closure of
department stores like Sears, JCPenny and K-mart,
the bankruptcy of retailers like A&P and Sports
Authority, or the advantage that pure Internet retailers
have over brick-and-mortar retailers, particularly
in terms of the collection and payment of sales tax.
Earlier this month, even the venerable retailer Macy’s
announced the closure of over 100 stores.

While the retail business is highly competitive and
ever-changing, one needs to understand that enclosed
malls and big-box power centers in weaker markets
are suffering to a much greater extent than the types
of well-situated neighborhood shopping centers on
which we have consciously focused our business. High
volume supermarkets, warehouse clubs selling a high
percentage of food and pharmacies selling prescription
drugs and convenience items, collectively, anchor
approximately 81% of the square footage in our
portfolio. Our properties are also almost exclusively
located in the strong demographic suburbs around
New York City, one of the best suburban retail markets
in the world. The median household income within a
3-mile radius of our properties is approximately

$95,400, close to 85% higher than the national
average, and this metric is one of the highest of all
retail REITs.

Our experience tells us that perishable food and
related items are most efficiently sold via the
supermarket business model, as consumers prefer the
in-person sensory experience of seeing and selecting
their own produce and other food items. Moreover,
many supermarkets are working to further protect
themselves from the threat of Amazon (and similar
retailers) by offering online ordering, at-store pick-up
and home delivery services, in addition to traditional
in-store sales. In fact, a number of our supermarket
tenants are so confident in their businesses that they
are currently undergoing expansions and/or major
renovations. While we constantly and proactively
assess the risks facing our investment strategy, we
find it difficult to believe that Amazon drones will
be delivering boxes of food any time soon through
suburban airspace to people’s doorsteps. Ask any
supermarket executive what he/she sees as the greatest
risk to the business, and you will likely hear far more
concern about the risk of another brick-and-mortar
competitor opening nearby than you will about Amazon.

Of course, some degree of change in the retail
industry is inevitable, but both we and our tenants
have the opportunity to benefit from such change
by proactively positioning our shopping centers
and businesses with a consistently forward-looking
strategy, as we have done over many decades of doing
business. For example, the types of tenants that
occupy our shopping centers continue to change, as
has been the case for decades. Not many of us are
old enough to remember, but in the 1970s, shoppers
could go to catalogue stores to purchase items
displayed in catalogues that had been mailed to their
homes. Catalogue stores, of course, are long gone.

970 High Ridge Road Shopping Center
Stamford, Connecticut

More recently, stores that are particularly vulnerable
to Internet competition (such as video stores and
book stores) have been replaced by new restaurant
concepts, a growing number of fitness centers and
various medical facilities. The simple fact of life is that
retailers must learn how to leverage the Internet to
their advantage. Most retailers have learned how to
harness the power of Internet advertising to increase
or supplement their sales, and most successful
retailers consider their brick-and-mortar stores to be
an integral part of an “omni-channel” sales strategy.
A recent study by The International Council of
Shopping Centers (“ICSC”) noted that 91% of all 2016
holiday shoppers spent money at physical stores, the
same percentage as the prior year, a clear indication
that brick-and-mortar stores can continue to compete
in the Internet era. Interestingly, many formerly pure
Internet retailers are now opening brick-and-mortar
stores as well.

We will continue to execute on our growth strategy
by focusing on grocery-anchored properties in dense,
affluent areas within our submarket, as we feel strongly
that such properties provide the best chance of
attracting multiple replacement tenants in the event of
a vacancy. For the same reason, we have no interest in
owning department store-anchored properties situated
in isolated or thinly populated areas. We will also remain
receptive to acquiring properties that are smaller
than those typically sought out by
other commercial shopping center
investors because (i) our narrow
focus on the NYC suburbs allows
us to efficiently manage a portfolio
that includes smaller properties, (ii)
we believe we have a lower cost of
capital than competing local buyers
and (iii) we are confident that no one
knows our submarkets like we do.

Andrew Albrecht
Vice President
Management and
Construction

Update on Important Opportunities
The Pavilion Shopping Center,
White Plains, NY:

We are expecting to close on
the sale of this vacant 189,000
square foot mall in March 2017.
We guided this property through
a lengthy rezoning process in
order to enhance its value, and in
exchange for mutually acceptable
additional payments, we agreed to
delay the closing for approximately
one year to enable the buyer to
finalize its development plans. We
plan to reinvest the capital from

Stephan A. Rapaglia
Senior Vice President,
Chief Operating
Officer, Real Estate
Counsel and Assistant
Secretary

the sale of this property into other properties that are
currently under contract or that are currently subject
to continuing purchase negotiations.
A&P Bankruptcy: A&P’s bankruptcy in July 2015
was the most disruptive event in the suburban NY
supermarket industry in decades. Nine of our shopping
centers were anchored by A&P. Since the bankruptcy,
we have re-tenanted eight of the nine stores. Of the
nine stores, ACME, a division of Albertsons, assumed
five locations. ACME has partially renovated three,
completely renovated one, and plans on completely
renovating another. Another A&P lease (Harrison) was
purchased by an operator associated with Key Foods,
a New York area cooperative supermarket chain,
which partially renovated the store. Two A&P leases
were purchased by UBP and re-leased to regional
supermarket operators at higher rents. One of those
stores (Bloomfield, NJ) was leased by an operator
associated with Key Foods, and the other location
(Wayne) was leased to a regional Asian supermarket
currently awaiting approvals to begin renovations. The
only A&P location that UBP has not resolved is
a 63,000 square foot store in Pompton Lakes, NJ.
We are actively discussing the vacancy with a number
of potential tenants, but we are also studying a
number of other options regarding this property,
including a possible reconfiguration of the shopping
center in order to enhance its value.
Staples Plaza, Yorktown Heights, NY:
We are nearing completion of redevelopment of this
property, which consists of a façade renovation,
development of a new gas station pad site, and
development of a self-storage facility, which UBP owns.
The new façade is 75% complete and the new 60,000
square foot self-storage facility is almost 80% occupied.
In addition, a blocking legal action filed by a gas station
competitor was recently defeated in court, thus enabling
construction of a large gas station by BJs Wholesale Club,
which is located in our shopping center, to commence
shortly. We have re-tenanted much of the lingering
vacancy at this property, and we are negotiating with
multiple tenants to fill the remaining 32,000 square feet
of vacant space.

Leasing

Dock Shopping Center
Stratford, Connecticut

Although our occupancy level slipped
approximately 2.0% over the year to
94%, primarily as a result of the A&P
bankruptcy, our leasing parameters
improved. In our consolidated
portfolio, we renewed 224,000 square
feet of leases (6% of the portfolio) at
an average rent increase of 3%, and
we signed 188,000 square feet of new
leases at an average rent increase of

Linda Lacey
Senior Vice President
Leasing

6%. At year-end, 35% of our overall consolidated property
vacancy was attributable solely to the former A&P space
in Pompton Lakes and the vacancy at Staples Plaza,
but we are hopeful that our active focus on these two
properties will enable us to resolve the vacancy issues in
the near future. We anticipate that with a strengthening
economy and lack of new construction, we will be in
a position to continue raising rents on renewals in
2017 while maintaining the quality of our tenant mix.
In addition, to increase the income generated by our
properties, we have identified approximately 10 pad site
opportunities that are in various stages of development.

Nicholas Capuano
Vice President and
Real Estate Counsel

Jackie Perla
Vice President
Leasing

Joseph Allegretti
Vice President
Leasing

Capital Market Events

We continued this year to take full
advantage of the historically low interest
rates to lower UBP’s cost of capital. In July,
we entered into a forward commitment to
refinance our $45 million, 5.52% mortgage
on our Ridgeway Shopping Center with
a larger $50 million mortgage at a fixed
interest rate of 3.398%. This refinancing
will take effect in July 2017, and it will
save the Company over $955,000 in
annual interest going forward. Also in
July, in connection with our acquisition of
the Newfield Green Shopping Center, we
placed a $23 million, 15-year mortgage on
this property at a fixed rate of 3.89%. In
August, we renewed our existing revolving
credit line for four years (with a Company
option for a fifth year), increased its size
from $80 to $100 million and reduced
the interest rate spread charged by the

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

Diane Midollo
Vice President and
Controller

lender for borrowings as well as the lender’s commitment fee.
We remain one of the lowest leveraged REITs with aggregate
mortgage debt equal to only 27% of total book capitalization at
year-end. Also, in July and August, we completed a follow-on
Class A Common stock offering raising over $73 million for

the Company at a share price of $23.29. Additional follow-on
equity sales have been increasing the number of UBA shares
traded each day in the market, also known as our “float.”
The reason this is important to us is that it is beneficial to
our larger institutional shareholders who desire certain levels
of liquidity in the stocks of companies in which they invest.

Acquisitions

James M. Aries
Senior Vice President
Acquisitions

In 2016, we purchased the following two
shopping centers in Stamford, CT.

1. Newfield Green Shopping Center,

Stamford, CT

DESCRIPTION: 72,000 square foot
shopping center on 9 acres of land

ANCHOR TENANTS: Grade A

ShopRite Supermarket and CVS/
Pharmacy

PRICE: $45.3 million, subject to a $23 million, 3.89%,
15-year mortgage placed at closing

LOCATION: Newfield Avenue, Stamford, a dense
neighborhood location, with approximately 130,000
people living within a 3-mile radius of the property,
with an average household income of $129,000

CLOSING DATE: July 2016

2. 970 High Ridge Road, Stamford, CT

DESCRIPTION: 27,000 square foot shopping center
on 1 acre of land

KEY TENANTS: FedEx regional store and Verizon

PRICE: $13.3 million

LOCATION: High Ridge Road, the main north-south
artery of Stamford, 1.5 miles south of the Merritt
Parkway. The average daily car volume passing this
property is approximately 37,000 cars. Approximately
61,000 people live within a 3-mile radius of this property,
with an average household income of $137,000

CLOSING DATE: October 2016

Newly built Marshalls store at Meadtown Shopping Center
Kinnelon, New Jersey

Given the extremely competitive
nature of our business, it has always
been our policy to keep our acquisition
prospects very close to the vest, but we
are encouraged by the robust activity
we have experienced and are hopeful
that 2017 will be another solid year in
terms of growth of the portfolio.

Zach Fox
Vice President
Acquisitions

UB Solar
This year, we continued our efforts to lower the carbon
footprint of our properties in an economically attractive
way for the Company. We completed four additional
rooftop solar panel field installations covering approximately
27,000 square feet, which are collectively generating
approximately 266 kW of power (enough to power 532
homes). Overall, we now generate 2,504 kW of power,
which is sufficient to provide power to 4,828 homes. We
are proud to do our small part to help the environment.

Emerson Shopping Plaza
Emerson, New Jersey

Corporate Counsel Change
This year, Tom Myers, EVP and Chief Legal Officer
retired after 22 years of service to the Company.
We will miss Tom’s counsel greatly and thank him for
all that he contributed to the growth of the Company.
We are very pleased to have hired Miyun Sung (SVP
and Chief Corporate Counsel) to replace Tom, and
Miyun has already proven herself to be a great addition
to the Company.

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

Miyun Sung
Senior Vice President,
Chief Corporate Counsel
and Secretary

Outlook
In December 2016, the Company’s Board of Directors
increased the annualized dividend rate on each of the
Company’s Class A Common Stock and Common Stock
by $.02 per share. This increase represents the 47th
consecutive year that the Company has paid a dividend
and the 23rd consecutive year that the Company has
increased the dividend level, which is reflective of the
Board’s continued confidence in the Company.

We greatly appreciate the hard work of our dedicated
staff and directors, as well as the continued support of
our shareholders, tenants and the members of the many
communities of which our properties form an integral part.

Willing L. Biddle
President and Chief Executive Officer

Charles J. Urstadt
Chairman

January 2017

Tribute to Robert R. Douglass

In 2016, Robert R. Douglass passed
away. Bob, Vice Chairman of the Board
since 1991, was not only instrumental
in the growth and transformation of the
Company, he also had a tremendous
career as an attorney, as a key figure
in New York State government and as an
ardent supporter of downtown Manhattan, particularly after the
tragic events of 9/11. Bob was a great American and a great
friend to the Company, and we will sorely miss him.

M A S S A C H U S E T T S

SELECTED CORE PROPERTIES

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N E W Y O R K

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ROCKLAND

BERGE
BEERRG E

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SUFF O LK

L O N G

I S L A N D

N E W

J E R S E Y

PASSAIC

MO RRI S

3
33

3030
30

343434
34

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ESSEX
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Corporate Headquarters
Greenwich

Greenwich Commons
Greenwich

Cos Cob Plaza
Cos Cob

Kings Shopping Center
Old Greenwich

Cos Cob Commons
Cos Cob

Ridgeway Shopping Center
Stamford

Newfield Green
Stamford

High Ridge Shopping Center
Stamford

Goodwives Shopping Center
Darien

Greens Farms Plaza
Westport

Fairfield Centre
Fairfield

Ridgefield Center
Ridgefield

Airport Plaza
Danbury

Danbury Square
Danbury

Veteran’s Plaza
New Milford

New Milford Plaza
New Milford

Fairfield Plaza
New Milford

The Hub Center
Bethel

Starbucks Center
Monroe

The Dock
Stratford

Orange Meadows Shopping
Center, Orange

Carmel ShopRite Center
Carmel

Putnam Plaza
Carmel

Towne Centre Shopping Center
Somers

Somers Commons
Somers

Heritage 202 Center
Somers

Village Commons
Katonah

Staples Plaza
Yorktown Heights

Arcadian Shopping Center
Ossining

Chilmark Shopping Center
Briarcliff Manor

Orangetown Shopping Center
Orangeburg

4 “Street Retail” Properties
Rye

Harrison Towne Center
Harrison

Shoppes at Eastchester
Eastchester

Eastchester Plaza
Eastchester

Midway Shopping Center
Scarsdale

25 McLean Plaza
Yonkers

Pelham Shopping Center
Pelham Manor

H-Mart Plaza
Fort Lee

Emerson Shopping Plaza
Emerson

Chestnut Ridge Shopping Center
Montvale

Cedar Hill Shopping Center
Wyckoff

Midland Park Shopping Center
Midland Park

Meadtown Shopping Center
Kinnelon

Pompton Lakes Town Square
Pompton Lakes

33 Boonton A&P Shopping Center

Boonton

Valley Ridge Shopping Center
Wayne

35 Ferry Plaza
Newark

Village Shopping Center
New Providence

Gateway Plaza
Riverhead

Urstadt Biddle ProPerties iNC.

INVESTMENT PORTFOLIO (as of January 16, 2017)

UBP owns or has equity interests in 76 properties including ten office buildings which total 5,016,000 square feet.

LOCATION

SQUARE FEET

PRINCIPAL TENANT

PROPERTY TYPE

LOCATION

SQUARE FEET

PRINCIPAL TENANT

PROPERTY TYPE

CONNECTICUT
Fairfield County, CT
Stamford

Stratford

Danbury
Darien

Stamford
Ridgefield
Fairfield
Greenwich
Cos Cob
Old Greenwich
Westport
Danbury
Bethel
Stamford
Cos Cob
Monroe
Greenwich

374,000 Stop & Shop
Supermarket
275,000 Stop & Shop

Supermarket
194,000 Christmas Tree Shops

96,000 Stop & Shop
Supermarket

72,000 Grade A Market
63,000 Keller Williams
62,000 Marshalls
57,000 UBP
48,000 CVS
40,000 Kings Supermarket
40,000 Pier One Imports
33,000 Buffalo Wild Wings
31,000 Rite Aid
27,000
15,000
10,000 Starbucks
10,000 Wells Fargo

Federal Express
Jos A. Bank

1,447,000

Shopping center

Shopping center
Shopping center

Shopping center
Street retail
Shopping center
5 Office buildings
Retail/Office
Retail/Office
Shopping center
Shopping center
Shopping center
Shopping center
Retail/Office
Shopping center
Retail

Litchfield County, CT
New Milford
New Milford
New Milford

New Haven County, CT
Orange

233,000 Walmart

81,000 Big Y Supermarket
72,000
T.J. Maxx
386,000

Shopping center
Shopping center
Shopping center

78,000

Trader Joe’s
Supermarket

Shopping center

Derby

39,000 Aldi Supermarket

Shopping center

117,000

NEW YORK
Westchester County, NY
Scarsdale
White Plains
Ossining
Somers
Yorktown
Somers
Eastchester
Yonkers
Briarcliff Manor
Rye
Ossining

Katonah
Harrison
Pelham
Eastchester
Bronxville and Yonkers
Somers

Shopping center
247,000 ShopRite Supermarket
191,000 Redevelopment Site
Shopping center
137,000 Stop&Shop Supermarket Shopping center
Shopping center
135,000 Home Goods
Shopping center
117,000 Staples
Shopping center
80,000 CVS
Shopping center
70,000 Acme Supermarket
Shopping center
58,000 Acme Supermarket
Shopping center
47,000 CVS
Street retail (4 buildings)
39,000 Parkers
Shopping center
29,000 Westchester

Community College
28,000 Katonah Pharmacy
26,000 Key Food Supermarket
25,000 Manor Market
24,000 CVS
19,000 People’s United Bank
19,000 Putnam County

Savings Bank

Retail/Office
Shopping center
Shopping center
Shopping center
Retail (4 buildings)
Shopping center

1,291,000

Putnam County, NY
Carmel
Carmel
Carmel

Suffolk County, NY
Riverhead

Rockland County, NY
Orangeburg
Spring Valley

Ulster County, NY
Kingston

Orange County, NY
Unionville

Columbia County, NY
Hillsdale

NEW JERSEY
Bergen County, NJ
Midland Park
Emerson
Montvale

Wyckoff
Waldwick
Fort Lee

Passaic County, NJ
Pompton Lakes
Wayne

Essex County, NJ
Newark
Bloomfield
Bloomfield

Morris County, NJ
Boonton
Chester
Kinnelon

Union County, NJ
New Providence

Somerset County, NJ
Bernardsville

NEW HAMPSHIRE
Rockingham County, NH
Newington

190,000
129,000 ShopRite Supermarket

Tops Markets

4,000
323,000

Vacant

Shopping center
Shopping center
Net leased property

207,000 Walmart & Applebee’s

Shopping center

74,000 CVS
24,000 Spring Valley Foods
Supermarket

98,000

Shopping center
Shopping center

3,000

Taste of Italy

Net leased property

3,000

Vacant

Net leased property

2,000

Friendly’s Restaurant

Net leased property

130,000 Kings Supermarket

92,000 ShopRite Supermarket
76,000

The Fresh Market

Shopping center
Shopping center
Shopping center

Supermarket

43,000 Walgreens
20,000 Rite Aid

7,000 H-Mart Supermarket

368,000

Shopping center
Retail—Single tenant
Retail supermarket—
Single tenant

125,000 Planet Fitness
102,000 PNC Bank
227,000

Shopping center
Shopping center

108,000 Acme Supermarket
Food World Market
Friendly’s Restaurant

59,000
3,000
170,000

Shopping center
Shopping center
Net leased property

63,000 Acme Supermarket

9,000 REE Childcare

77,000 Marshall’s

Shopping center
Retail
Shopping center

149,000

109,000 Acme Supermarket

Shopping center

14,000

Laboratory Corp.

Office building

102,000 Savers

Shopping center

financials

contents

Consolidated Balance Sheets at October 31, 2016 and 2015 . . . . . . . . . 10

Consolidated Statements of Income for each of the

three years in the period ended October 31, 2016 . . . . . . . . . . . . . . 11

Consolidated Statements of Comprehensive Income for each

of the three years in the period ended October 31, 2016 . . . . . . . . . 12

Consolidated Statements of Cash Flows for each of the

three years in the period ended October 31, 2016 . . . . . . . . . . . . . . 13

Consolidated Statements of Stockholders’ Equity

for each of the three years in the period
ended October 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14

Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . 16

Report of Independent Registered Public Accounting Firm . . . . . . . . 33

Management’s Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . 34

Management’s Report on Internal Control

over Financial Reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46

Report of Independent Registered Public Accounting Firm

on Internal Control over Financial Reporting . . . . . . . . . . . . . . . . . . 47

Tax Status . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48

Market Price Ranges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49

Quantitative and Qualitative Disclosures about Market Risk . . . . . . . 50

Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure . . . . . . . . . . . . . . . . . . . . . . . . 50

Performance Graph . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51

Urstadt Biddle ProPerties inc.

FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

ASSETS

Real Estate Investments:
Real Estate—at cost
Less: Accumulated depreciation

Investments in and advances to unconsolidated joint ventures
Mortgage note receivable

Cash and cash equivalents
Restricted cash
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

Commitments and Contingencies

Stockholders’ Equity:
7 .125% Series F Cumulative Preferred Stock (liquidation preference of $25 per share);

5,175,000 shares issued and outstanding

6 .75% Series G Cumulative Preferred Stock (liquidation preference of $25 per share);

3,000,000 shares issued and outstanding

Excess Stock, par value $0 .01 per share; 20,000,000 shares authorized; none issued

and outstanding

Common Stock, par value $0 .01 per share; 30,000,000 shares authorized; 9,507,973 and

9,350,885 shares issued and outstanding

Class A Common Stock, par value $0 .01 per share; 100,000,000 shares authorized;

29,633,520 and 26,370,216 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.

October 31,

2016

2015

$1,016,838
(186,098)
830,740
38,469
13,500
882,709
7,271
2,024
18,890
13,338
7,092
$ 931,324

$ 941,690
(165,660)
776,030
39,305
—
815,335
6,623
2,191
22,353
9,334
5,239
$ 861,075

$ 8,000
273,016
4,977
130
27,915
314,038

$ 22,750

260,457
3,438
155
17,542
304,342

18,253

15,955

129,375

75,000

—

296
509,660
(114,091)
(1,303)
599,033
$ 931,324

264
431,411
(94,136)
(1,230)
540,778
$ 861,075

FINANCIAL STATEMENTS

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
Provision for tenant credit losses
Acquisition costs
Directors’ fees and expenses
Total Operating Expenses

Operating Income
Non-Operating Income (Expense):

Interest expense

Equity in net income from unconsolidated joint ventures

Interest, dividends and other investment income

Income From Continuing Operations
Discontinued Operations:
Income from discontinued operations
Gain on sale of properties
Income from discontinued operations
Income before gain on sale of properties
Gain on sale of properties
Net Income
Noncontrolling interests:
Net income attributable to noncontrolling interests
Net income attributable to Urstadt Biddle Properties Inc .
Preferred stock dividends
Redemption of preferred stock
Net Income Applicable to Common and Class A Common Stockholders

Basic Earnings Per Share:
Per Common Share:

Income from continuing operations
Income from discontinued operations

Net Income Applicable to Common Stockholders
Per Class A Common Share:

Income from continuing operations
Income from discontinued operations

Net Income Applicable to Class A Common Stockholders

Diluted Earnings Per Share:
Per Common Share:

Income from continuing operations
Income from discontinued operations

Net Income Applicable to Common Stockholders
Per Class A Common Share:

Income from continuing operations
Income from discontinued operations

Net Income Applicable to Class A Common Stockholders

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

Year Ended October 31,

2016

2015

2014

$ 87,172
25,788
619
3,213
116,792

$ 83,885
28,703
472
2,252
115,312

$ 75,099
24,947
183
2,099
102,328

18,717
18,548
23,025
9,284
1,161
412
318
71,465

45,327

(12,983)
2,019
242
34,605

—
—
—
34,605
—
34,605

(889)
33,716
(14,280)
—
$ 19,436

$0.50
—
$0.50

$0.57
—
$0.57

$0.49
—
$0.49

$0.56
—
$0.56

21,267
18,224
22,435
8,576
1,271
2,068
330
74,171

41,141

(13,475)
1,941
228
29,835

—
—
—
29,835
20,377
50,212

18,926
16,997
19,249
8,016
917
666
314
65,085

37,243

(10,235)
1,604
134
28,746

141
12,526
12,667
41,413
24,345
65,758

(948)
49,264
(14,605)
—
$ 34,659

(607)
65,151
(13,812)
(1,870)
$ 49,469

$0 .92
—
$0 .92

$1 .04
—
$1 .04

$0 .90
—
$0 .90

$1 .02
—
$1 .02

$1 .09
0 .37
$1 .46

$1 .22
0 .42
$1 .64

$1 .06
0 .36
$1 .42

$1 .19
0 .40
$1 .59

Urstadt Biddle ProPerties inc.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)

Net Income

Other comprehensive income:
Change in unrealized gain in marketable equity securities
Change in unrealized gains (losses) on interest rate swaps
Unrealized (gains) in marketable securities reclassified into income

Total comprehensive income
Comprehensive income attributable to noncontrolling interests

Total comprehensive income attributable to Urstadt Biddle Properties Inc.
Preferred stock dividends
Redemption of preferred stock

Year Ended October 31,

2016

2015

2014

$ 34,605

$ 50,212

$ 65,758

—
(73)
—

34,532
(889)

33,643
(14,280)
—

—
(1,293)
—

48,919
(948)

47,971
(14,605)
—

2 9
(18)
(10)

65,759
(607)

65,152
(13,812)
(1,870)

Total comprehensive income applicable to Common and
Class A Common Stockholders

$ 19,363

$ 33,366

$ 49,470

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

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
Restricted stock compensation expense and other adjustments
Deferred compensation arrangement
Gain on sale of properties
Equity in net (income) from unconsolidated joint ventures
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
Investment in mortgage note

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
Deposits received on sale of property
Distributions to noncontrolling interests
Distribution from unconsolidated joint ventures
Payments received on mortgage notes and other receivables

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
Proceeds from term loan borrowing
Repayment of term loan borrowing
Proceeds from loan financing
Sales of additional shares of Common and Class A Common Stock
Repayments on revolving credit line borrowings
Repurchase of shares of Class A Common Stock
Net proceeds from issuance of Preferred Stock
Redemption of preferred stock including restricted cash

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,

2016

2015

2014

$ 34,605

$ 50,212

$ 65,758

23,025
(1,902)
1,161
4,442
(26)
—
(2,019)

4,203
1,464
(5,057)
166
60,062

(58,737)
(700)
(13,500)
(750)
640
(21,462)
—
11,900
(889)
3,445

—
(80,053)

(37,092)
(14,280)
(21,744)
52,000
—
—
34,663
73,842
(66,750)
—
—
—
20,639

648
6,623

22,435
(1,551)
1,271
4,201
(31)
(20,377)
(1,941)

(2,033)
530
(1,548)
(68)
51,100

(136,304)
(247)
—
(695)
627
(12,175)
43,806
—
(1,990)
1,944
—
(105,034)

(35,387)
(14,605)
(12,909)
104,750
—
(25,000)
68,219
59,983
(97,550)
(3,363)
4,640
(61,250)
(12,472)

(66,406)
73,029

19,249
516
917
4,097
11
(36,872)
(1,604)

(1,443)
154
881
(749)
50,915

(74,805)
(6,902)
—
(3,157)
—
(19,303)
47,609
—
(607)
1,901
640
(54,624)

(32,116)
(13,812)
(20,297)
65,050
25,000
—
40,675
248
(58,750)
—
67,795
—
73,793

70,084
2,945

Cash and Cash Equivalents at End of Year

$ 7,271

$ 6,623

$ 73,029

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

Urstadt Biddle ProPerties inc.

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

7 .5% Series D
Preferred Stock
Issued

Amount

7 .125% Series F
Preferred Stock
Issued

Amount

6 .75% Series G
Preferred Stock
Issued

Amount

2,450,000

$ 61,250

5,175,000

$129,375

Balances—October 31, 2013
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
Cash dividends paid:
Common stock ($0 .90 per share)
Class A common stock ($1 .01 per share)
Issuance of Series G Preferred Stock
Reclassification of preferred stock
Issuance of shares under dividend reinvestment plan
Shares issued under restricted stock plan
Forfeiture of restricted stock
Restricted stock compensation and other adjustment
Adjustments to redeemable noncontrolling interests
Balances—October 31, 2014
Net income applicable to Common and Class A common
stockholders
Change in unrealized (loss) on interest rate swap
Cash dividends paid:
Common stock ($0 .90 per share)
Class A common stock ($1 .02 per share)
Issuance of shares under dividend reinvestment plan
Shares issued under restricted stock plan
Forfeiture of restricted stock
Issuance of Series G Preferred Stock
Issuance of Class A Common stock
Repurchase of Class A common stock
Restricted stock compensation and other adjustment
Adjustments to redeemable noncontrolling interests
Balances—October 31, 2015
Net income applicable to Common and Class A common
stockholders
Change in unrealized (loss) on interest rate swap
Cash dividends paid:
Common stock ($0 .92 per share)
Class A common stock ($1 .04 per share)
Issuance of shares under dividend reinvestment plan
Shares issued under restricted stock plan
Forfeiture of restricted stock
Issuance of Class A Common stock
Restricted stock compensation and other adjustment
Adjustments to redeemable noncontrolling interests
Balances—October 31, 2016

—
—
—

—
—
—
(2,450,000)
—
—
—
—
—
—

—
—
—

—
—
—
(61,250)
—
—
—
—
—
—

—
—

—
—
—
—
—
—
—
—
—
—
—

—
—

—
—
—
—
—
—
—
—
—
—
—

—
—

—
—
—
—
—
—
—
—
—

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

—
—
—

—

—
—
—

—
—
—
—
—
—
—
—
—
5,175,000

—
—
—
—
—
—
—
—
—
129,375

—
—
2,800,000
—
—
—
—
—
—
2,800,000

—
—

—
—
—
—
—
—
—
—
—
—
5,175,000

—
—
—
—
—
—
—
—
—
—
129,375

—
—
—
—
—
200,000
—
—
—
—
3,000,000

$ —

—
—
—

—
—
70,000
—
—
—
—
—
—
70,000

—
—

—
—
—
—
—
5,000
—
—
—
—
75,000

—
—

—
—
—
—
—
—
—
—
$ —

—
—
—
—
—
—
—
—
5,175,000

—
—
—
—
—
—
—
—
$129,375

—
—
—
—
—
—
—
—
3,000,000

—
—
—
—
—
—
—
—
$75,000

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands, except shares and per share data)

Common
Stock

Issued

Amount

Class A
Common Stock
Issued

Amount

Additional
Paid In
Capital

Cumulative
Distributions
In Excess of
Net Income

Accumulated
Other
Comprehensive
Income (Loss)

Total
Stockholders’
Equity

9,035,212

$90

23,530,704

$235

$367,070

$(112,168)

$ 62

$445,914

—
—
—

—
—
—
—
6,347
152,000
—
—
—
9,193,559

—
—

—
—
5,326
152,000
—
—
—
—
—
—
9,350,885

—
—

—
—
4,988
152,100
—
—
—
—
9,507,973

—
—
—

—
—
—
—
—
2
—
—
—
92

—
—

—
—
—
2
—
—
—
—
—
—
94

—
—

—
—
—
2
—
—
—
—
$96

—
—
—

—
—
—
—
6,811
80,500
(6,300)
—
—
23,611,715

—
—

—
—
6,104
92,750
(26,600)
—
2,875,000
(188,753)
—
—
26,370,216

—
—

—
—
5,854
95,600
(650)
3,162,500
—
—
29,633,520

—
—
—

—
—
—
—
—
1
—
—
—
236

—
—

—
—
—
1
—
—
29
(2)
—
—
264

—
—

—
—
—
1
—
31
—
—
$296

—
—
—

—
—
(2,304)
1,870
248
(3)
—
4,098
—
370,979

—
—

—
—
223
(3)
—
(360)
59,731
(3,360)
4,201
—
431,411

—
—

—
—
219
(3)
—
73,623
4,410
—
$509,660

49,469
—
—

(8,271)
(23,845)
—
—
—
—
—
—
(887)
(95,702)

34,659
—

(8,413)
(26,974)
—
—
—
—
—
—
—
2,294
(94,136)

19,436
—

(8,745)
(28,348)
—
—
—
—
—
(2,298)
$(114,091)

—
19
(18)

—
—
—
—
—
—
—
—
—
63

—
(1,293)

—
—
—
—
—
—
—
—
—
—

(1,230)

—
(73)

—
—
—
—
—
—
—
—
$(1,303)

49,469
19
(18)

(8,271)
(23,845)
67,696
(59,380)
248
—
—
4,098
(887)
475,043

34,659
(1,293)

(8,413)
(26,974)
223
—
—
4,640
59,760
(3,362)
4,201
2,294
540,778

19,436
(73)

(8,745)
(28,348)
219
—
—
73,654
4,410
(2,298)
$599,033

Urstadt Biddle ProPerties inc.

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 with a concentration in the metropolitan New
York tri-state area outside of the City of New York . The
Company’s major tenants include supermarket chains and
other retailers who sell basic necessities . At October 31,
2016, the Company owned or had equity interests in 75
properties containing a total of 5 .0 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,” and ASC Topic 970-810,
“Real Estate-General-Consolidation .” The Company
has determined that such joint ventures should be
consolidated into the consolidated financial statements
of the Company . In accordance with ASC Topic 970-323,
“Real Estate-General-Equity Method and Joint Ventures”;
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 6 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 receivables . 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 2016 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, 2016 . As of October 31, 2016, the fiscal
tax years 2013 through and including 2015 remain open
to examination by the Internal Revenue Service . There are
currently no federal tax examinations in progress .

Real Estate Investments
All costs related to the improvement or replacement
of real estate properties are 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 difference between
contractual rentals and the estimated market rents over

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSthe applicable lease term discounted back to the date of
acquisition utilizing a discount rate adjusted for the
credit risk associated with the respective tenants . 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 . Real estate investment
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 reports properties that are either
disposed of or are classified as held for sale in continuing
operations in the consolidated statement of income if the
removal, or anticipated removal, of the asset(s) from the
reporting entity does not represent a strategic shift that
has or will have a major effect on an entity’s operations
and financial results when disposed of .
In September 2014, the Company sold, for $31 million,
its property located in Springfield, MA, as that property
no longer met the Company’s investment objectives . In
conjunction with the sale, the Company realized a gain on
sale of property in the amount of $24 .3 million, which is
included in continuing operations in the consolidated

statement of income for the year ended October 31, 2014 .
The revenue and expenses of this property are included in
continuing operations in the consolidated statements
of income for the year ended October 31, 2014 .
In August 2015, the Company sold, for $44 .5 million,
its property located in Meriden, CT, as that property
no longer met the Company’s investment objectives . In
conjunction with the sale, the Company realized a gain
on sale of property in the amount of $20 .4 million, which
is included in continuing operations in the consolidated
statement of income for the year ended October 31, 2015 .
The revenue and expenses of this property are included
in continuing operations in the consolidated statements of
income for the years ended October 31, 2015 and 2014 .
In addition, the Company had previously entered into
a contract to sell its White Plains property and in April
2016, the Company satisfied the remaining contingency
under the sale contract and expects to close on the sale
of the property in March 2017 . In accordance with ASC
360-10-45, the White Plains asset met all of the criteria
to be classified as held for sale beginning in April 2016,
but because the net book value of the White Plains asset
is insignificant to financial statement presentation, the
Company will not include the asset as held for sale on
the consolidated balance sheet for all periods presented .
The combined operating results of the Springfield
property, the Meriden property and the White Plains
property, which are included in continuing operations,
were as follows (amounts in thousands):

Revenues
Property operating expense
Depreciation and amortization
Net Income

Year Ended October 31,
2016
$ 5,638
(1,340)
(476)
$ 3,822

2015
$ 6,126
(3,244)
(1,787)
$ 1,095

2014
$12,411
(5,689)
(2,767)
$ 3,955

In December 2013 (fiscal 2014), prior to the adoption
of ASU 2014-08, which changed the criteria for reporting
discontinued operations, the Company sold its two
distribution service facilities in its non-core portfolio and
one core property for $18 .1 million, resulting in a gain
on sale of properties of $12 .5 million . In accordance with
ASC 360 and 205 (prior to the accounting change) the
operating results of the distribution service facilities are
shown as discontinued operations on the consolidated
statements of income for the fiscal year ended October 31,
2014 . The operating results of the other property were
insignificant to financial statement presentation and are
not shown as discontinued operations .

Urstadt Biddle ProPerties inc.

The following table summarizes revenues and expenses
for the Company’s discontinued operations (amounts in
thousands):

Revenues
Property operating expense
Depreciation and amortization
Income from discontinued
operations

Year Ended October 31,
2015
$ —
—
—

2014
$141
—
—

2016
$ —
—
—

$ —

$141

Cash flows from discontinued operations for the fiscal
years ended October 31, 2016, 2015 and 2014 are combined
with the cash flows from operations within each of the
three categories presented . Cash flows from discontinued
operations are as follows (amounts in thousands):

Year Ended October 31,
2015

2016

2014

Cash flows from
operating activities
Cash flows from investing
activities
Cash flows from financing
activities

$ —

$(13,131)

$ —

$ 14,314

$ —

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 $3,703,000 and $3,108,000 as of October 31,
2016 and 2015, 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, 2016 .

Revenue Recognition
Our leases with tenants are classified as operating
leases . 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 .
At October 31, 2016 and 2015, approximately $16,829,000
and $15,570,000, respectively, has been recognized as
straight-line rents receivable (representing the current
net cumulative rents recognized prior to when billed
and collectible as provided by the terms of the leases),
all of which is included in tenant receivables in the
accompanying consolidated financial 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 .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Such allowances are reviewed periodically . At October 31,
2016 and 2015, tenant receivables in the accompanying
consolidated balance sheets are shown net of allowances
for doubtful accounts of $4,097,000 and $3,668,000,
respectively .

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 .

Derivative Financial Instruments
The Company occasionally utilizes derivative financial
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, 2016, the Company believes it has
no significant risk associated with non-performance of
the financial institutions that are the counterparty to its
derivative contracts . At October 31, 2016, the Company
had approximately $34 .8 million in secured mortgage
financings subject to interest rate swaps . Such interest rate
swaps converted the LIBOR-based variable rates on the
mortgage financings to a fixed annual rate of 3 .79% per
annum . As of October 31, 2016 and 2015, the Company
had a deferred liability of $1,726,000 and $1,230,000,
respectively, (included in accounts payable and accrued
expenses on the consolidated balance sheets) relating
to the fair value of the Company’s interest rate swaps
applicable to secured mortgages .

In addition, in June 2016, the Company entered into a
$50 million mortgage loan commitment (see Note 5) with
a lender to refinance the Company’s secured mortgage on
its Ridgeway property located in Stamford, CT in
July 2017 . In conjunction with entering into the mortgage
commitment, the Company simultaneously executed
with the same lender an interest rate swap contract with
a $50 million notional amount that will take effect on
July 17, 2017 and will be co-terminus with the new
Ridgeway mortgage loan . Such interest rate swap will
convert the LIBOR-based variable rate on the new
Ridgeway mortgage loan to a fixed annual rate of 3 .398% .
As of October 31, 2016, the Company had a deferred
asset of $422,000 (included in prepaid expenses and other
assets on the consolidated balance sheets) relating to the
fair value of the Company’s interest rate swap applicable
to the Ridgeway mortgage loan .
Charges and/or credits relating to the changes in
fair values of such interest rate swap are made to other
comprehensive (loss) as the swap is deemed effective and
is classified as a cash flow hedge .

Comprehensive Income
Comprehensive income is comprised of net
income 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,
2016 and 2015, accumulated other comprehensive loss
consisted of net unrealized losses on interest rate swap
agreements of approximately $1,304,000 and $1,230,000,
respectively . Unrealized gains and losses included in
other comprehensive (loss) will be reclassified into
earnings as gains and losses are realized .

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 .

Urstadt Biddle ProPerties inc.Earnings Per Share
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,

2016

2015

2014

$ 4,142 $ 7,412 $11,401

236

431

723

$ 4,378 $ 7,843 $12,124

8,241

8,059

7,801

669

735

8,910

8,728

8,536

$15,294 $27,247 $38,068

(236)

(431)

(723)

$15,058 $26,816 $37,345

26,921

26,141

23,208

191

219

27,112

26,332

23,427

Numerator
Net income applicable to common
stockholders—basic
Effect of dilutive securities:
Restricted stock awards
Net income applicable to common
stockholders—diluted

Denominator
Denominator for basic EPS—
weighted average common shares
Effect of dilutive securities:
Restricted stock awards
Denominator for diluted EPS—
weighted average common
equivalent shares

Numerator
Net income applicable to Class A
common stockholders—basic
Effect of dilutive securities:
Restricted 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 awards
Denominator for diluted EPS—
weighted average Class A
common equivalent shares

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’s primary business is the ownership,
management, and redevelopment of retail properties .
The Company reviews operating and financial information
for each property on an individual basis and therefore,
each property represents an individual operating
segment . The Company evaluates financial performance
using property operating income, which consists of
base rental income and tenant reimbursement income,
less rental expenses and real estate taxes . Only one of
the Company’s properties, located in Stamford, CT
(“Ridgeway”), is considered significant as its revenue
is in excess of 10% of the Company’s consolidated total
revenues and accordingly is a reportable segment . The
Company has aggregated the remainder of our properties
as they share similar long-term economic characteristics
and have other similarities including the fact that they
are operated using consistent business strategies, are
typically located in the same major metropolitan area,
and have similar tenant mixes .
Ridgeway is located in Stamford, Connecticut and
was developed in the 1950’s and redeveloped in the mid
1990’s . The property contains approximately 374,000
square feet of GLA . It is the dominant grocery-anchored
center and the largest non-mall shopping center located
in the City of Stamford, Fairfield County, Connecticut .
Segment information about Ridgeway as required by
ASC Topic 280 is included below:

Ridgeway Revenues
All Other Property Revenues
Consolidated Revenue

Ridgeway Assets
All Other Property Assets
Consolidated Assets (Note 1)

Year Ended October 31,
2015
11 .7%
88 .3%
100 .0%

2016
11.3%
88.7%
100.0%

2014

13 .3%
86 .7%
100 .0%

Year Ended
October 31,

2016

7.6%
92.4%
100.0%

2015

8 .4%
91 .6%
100 .0%

Note 1— Ridgeway did not have any significant expenditures for additions

to long-lived assets in any of the fiscal years ended October 31,
2016, 2015 and 2014 .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Year Ended October 31,

2016

98%

2015

97%

2014

99%

Reclassification
Certain fiscal 2014 and 2015 amounts have been
reclassified to conform to current period presentation .

Ridgeway Percent Leased

Ridgeway Significant Tenants
(by base rent):

Year Ended October 31,

2016

2015

2014

The Stop & Shop Supermarket
Company
Bed, Bath & Beyond
Marshall’s Inc ., a division of the
TJX Companies
All Other Tenants at Ridgeway
(Note 2)
Total

19%
14%

11%

56%
100%

19%
14%

11%

56%
100%

19%
14%

11%

56%
100%

Note 2— No other tenant accounts for more than 10% of Ridgeway’s annual

base rents in any of the three years presented . Percentages are
calculated as a ratio of the tenants’ base rent divided by total base
rent of Ridgeway .

Income Statement
(In thousands):

Revenues
Operating Expenses
Interest Expense
Depreciation and
Amortization
Income from
Continuing
Operations

Year Ended October 31, 2016

All Other
Operating
Total
Segments Consolidated

$103,600
$ 33,616
$ 10,496

$116,792
$ 37,265
$ 12,983

Ridgeway

$13,192
$ 3,649
$ 2,487

$ 2,468

$ 20,557

$ 23,025

$ 4,588

$ 30,017

$ 34,605

Year Ended October 31, 2015

All Other
Operating
Segments

$101,827
$ 35,723
$ 10,930

Total
Consolidated

$115,312
$ 39,491
$ 13,475

Ridgeway

$13,485
$ 3,768
$ 2,545

$ 2,358

$ 20,077

$ 22,435

$ 4,814

$ 25,021

$ 29,835

Year Ended October 31, 2014

All Other
Operating
Segments

$88,729
$32,064
$ 7,634

Total
Consolidated

$102,328
$ 35,923
$ 10,235

Ridgeway

$13,599
$ 3,859
$ 2,601

$ 2,374

$16,875

$ 19,249

$ 4,765

$23,981

$ 28,746

New Accounting Standards
In May 2014, the FASB issued Accounting Standards
Update (“ASU”) ASU 2014-09, “Revenue from
Contracts with Customers (Topic 606)” (“ASU 2014-09”) .
The objective of ASU 2014-09 is to establish a single
comprehensive model for entities to use in accounting
for revenue arising from contracts with customers and
will supersede most of the existing revenue recognition
guidance, including industry-specific guidance . The
core principle is that an entity should recognize revenue
to depict the transfer of promised goods or services to
customers in an amount that reflects the consideration
to which the entity expects to be entitled in exchange
for those goods or services . In applying ASU 2014-09,
companies will perform a five-step analysis of
transactions to determine when and how revenue is
recognized . ASU 2014-09 applies to all contracts with
customers except those that are within the scope of
other topics in the FASB’s ASC . ASU 2014-09 is effective
for annual reporting periods (including interim
periods within that reporting period) beginning after
December 15, 2016 and shall be applied using either a
full retrospective or modified retrospective approach .
Early application is not permitted . In August 2015, FASB
issued ASU 2015-14, which defers the effective date of
ASU 2014-09 for all public companies for all annual
periods beginning after December 15, 2017 with early
adoption permitted only as of annual reporting periods
beginning after December 31, 2016, including interim
periods within the reporting period . In March 2016, the
FASB issued ASU 2016-08 as an amendment to ASU
2014-09, the amendment clarifies how to identify the unit
of accounting for the principal versus agent evaluation,
how to apply the control principle to certain types of
arrangements, such as service transaction, and reframed
the indicators in the guidance to focus on evidence that
an entity is acting as a principal rather than as an agent .
The Company is currently assessing the potential impact
that the adoption of ASU 2014-09 and ASU 2016-08 will
have on its consolidated financial statements .
During April 2015, the FASB issued ASU No . 2015-03,
“Interest—Imputation of Interest—Simplifying the
Presentation of Debt Issuance Costs .” ASU 2015-03
modifies the treatment of debt issuance costs from a
deferred charge to a deduction of the carrying value
of the financial liability . ASU 2015-03 is effective for
annual periods beginning after December 15, 2015,
with early adoption permitted and retrospective
application . ASU 2015-03 is not expected to have a
material impact on the Company’s consolidated
financial statements when adopted .

Urstadt Biddle ProPerties inc.

In February 2016, the FASB issued ASU 2016-02, “Leases .”
ASU 2016-02 significantly changes the accounting for
leases by requiring lessees to recognize assets and
liabilities for leases greater than 12 months on their
balance sheet . The lessor model stays substantially the
same; however, there were modifications to conform
lessor accounting with the lessee model, eliminating real
estate specific guidance, further defining certain lease
and non-lease components, and changing the definition
of initial direct costs of leases requiring significantly
more leasing related costs to be expensed upfront . ASU
2016-02 is effective for the Company in the first quarter
of fiscal 2020, and we are currently assessing the impact
this standard will have on the Company’s consolidated
financial statements .

In March 2016, the FASB issued ASU 2016-09,
“Compensation—Stock Compensation .” ASU 2016-09
simplifies the accounting for share-based payment
transactions, including a policy election option with
respect to accounting for forfeitures either as they occur
or estimating forfeitures (as is currently required), as
well as increasing the amount an employer can withhold
to cover income taxes on equity awards . ASU 2016-09 is
effective for us in the first quarter of fiscal 2018, and we
are currently assessing the impact this standard will have
on the Company’s consolidated financial statements .
The Company has evaluated all other new Accounting
Standards Updates issued by FASB and has concluded
that these updates do not have a material effect on
the Company’s consolidated financial statements as of
October 31, 2016 .

(2) REAL ESTATE INVESTMENTS
The Company’s investments in real estate, net of depreciation, were composed of the following at October 31, 2016
and 2015 (in thousands):

Retail
Office

Consolidated
Investment Properties
$820,323
10,417
$830,740

Unconsolidated
Joint Ventures
$38,469
—
$38,469

Mortgage Note
Receivable
$13,500
—
$13,500

2016
Totals
$872,292
10,417
$882,709

2015
Totals
$804,954
10,381
$815,335

The Company’s investments at October 31, 2016
consisted of equity interests in 75 properties and one
mortgage note receivable . The 75 properties and the
property securing the mortgage note receivable are
located in various regions throughout the northeastern
part of the United States with a concentration in the
metropolitan New York tri-state area outside of the
City of New York . The Company’s primary investment
focus is neighborhood and community shopping centers
located in the region just described . Since a significant
concentration of the Company’s properties are in the
northeast, market changes in this region could have an
effect on the Company’s leasing efforts and ultimately
its overall results of operations .

(3) PROPERTIES
The components of the properties consolidated in the
financial statements are as follows (in thousands):

Land
Buildings and improvements

Accumulated depreciation

October 31,
2016

2015
$ 187,676 $ 175,952
765,738
941,690
(165,660)
$ 830,740 $ 776,030

829,162
1,016,838
(186,098)

Space at the Company’s 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 for the Company’s consolidated properties totaling
$491 .5 become due as follows (in millions): 2017—$82 .1;
2018—$71 .6; 2019—$63 .0; 2020—$53 .8; 2021—$44 .5; and
thereafter—$176 .5 .
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 .00% of consolidated revenues in each of the three years
ended October 31, 2016 .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Significant Investment Property Transactions
The Company is currently under contract to purchase
three grocery or pharmacy anchored shopping centers
located in its primary marketplace . The Company’s
equity needed to close the transactions will amount to
approximately $17 .1 million, which it plans on funding
with available cash, borrowings on its Unsecured
Revolving Credit Facility (the “Facility”) or proceeds
from the sale of its White Plains shopping center .
In October 2016, the Company purchased, for $13 .3
million, the 27,000 square foot 970 High Ridge Road
shopping center located in Stamford, CT (“High Ridge
Road Property”) . The Company funded the purchase
with available cash . In conjunction with the purchase,
the Company incurred acquisition costs totaling $61,000,
which have been expensed in the year ended October 31,
2016 consolidated statement of income .
In July 2016, the Company purchased, for $45 .3 million,
the 72,000 square foot Newfield Green shopping center
located in Stamford, CT (“Newfield Property”) . The
Company funded the purchase with a combination of
available cash, borrowings on its Facility and proceeds
generated by placing a non-recourse first mortgage on the
property in the approximate amount of $22 .7 million (see
Note 5) . In conjunction with the purchase, the Company
incurred acquisition costs totaling $185,000, which
have been expensed in the year ended October 31, 2016
consolidated statement of income .
The Company is currently in contract to sell its
White Plains property to an unrelated entity . The sale
was originally scheduled to close in fiscal 2016 but the
purchaser requested, and the Company granted, several
extensions in fiscal 2016 that postponed the closing
to later in fiscal 2017 . In consideration for granting
the extensions, the Company received $4 .8 million to
compensate the Company for carrying the property
vacant . The Company has recorded the $4 .8 million as
base rental income in the accompanying consolidated
statement of income for the year ended October 31, 2016 .
In addition, in further consideration for the Company
granting the extension to the purchaser the Company
required that the purchaser deposit $11 .9 million of the
purchased price with the Company . The Company has
recorded the $11 .9 million deposit in other liabilities on
the consolidated balance sheet at October 31, 2016 .
In December 2014 (fiscal 2015), the Company, through
four wholly-owned subsidiaries, purchased, for $124 .6
million, four retail properties totaling 375,000 square feet
located in Northern New Jersey (“NJ Retail Properties”) .
The Company funded the acquisition with a combination
of available cash remaining from the sale of Class A
Common Stock and the sale of its Series G Preferred Stock
(see Note 8), borrowings under its Facility and a non-
recourse mortgage secured by the properties (see Note 5) .

In conjunction with the purchase, the Company incurred
acquisition costs totaling $1,867,000, which have been
expensed in the year ended October 31, 2015 consolidated
statement of income .
In June 2015, the Company, through a wholly-owned
subsidiary, purchased, for $4 .0 million, a 7,000 square foot
retail property located in Fort Lee (Bergen County), New
Jersey (the “Fort Lee Property”) . The Company funded
the acquisition with a combination of available cash
and borrowings under its Facility . In conjunction with
the purchase, the Company incurred acquisition costs
totaling $24,000, which have been expensed in the year
ended October 31, 2015 consolidated statement of income .
In July 2015, the Company, through a wholly-owned
subsidiary purchased, for $10 .0 million, a 26,000 square
foot grocery anchored shopping center located in
Harrison (Westchester County), New York (the “Harrison
Property”) . The acquisition was funded with a borrowing
on the Company’s Facility . In conjunction with the
purchase, the Company incurred acquisition costs
totaling $68,000, which have been expensed in the year
ended October 31, 2015 consolidated statement of income .
The Company is in the process of evaluating the
purchase price allocation of its High Ridge Road and
Newfield Green Properties acquired in fiscal 2016 in
accordance with ASC Topic 805; consequently the
purchase price allocation is preliminary and may be
subject to change .
In fiscal 2015, the Company completed evaluating the
fair value of the in-place leases for its NJ Retail properties,
its Harrison property and its Fort Lee property, all
acquired in fiscal 2015 . In addition, the Company
completed its evaluation of the Greenwich properties
and its McLean Plaza property (see Note 6), all acquired
in fiscal 2014 . As a result of its evaluation, the Company
has allocated $964,000 to a liability associated with the
fair value assigned to the acquired leases at the McLean
Plaza Property, a $166,000 liability associated with the fair
value assigned to the acquired leases at the Greenwich
Properties, a $113,000 asset associated with the fair value
assigned to the acquired leases at the NJ Retail Properties,
a $69,000 asset associated with the leases at its Fort Lee
Property and a $48,000 asset associated with the fair
value assigned to the acquired leases at its Harrison
Property, all of 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, 2015 .
For the years ended October 31, 2016, 2015 and 2014,
the net amortization of above-market and below-market
leases amounted to $157,000, $415,000 and $410,000,
respectively, which amounts are included in base rents in
the accompanying consolidated statements of income .

Urstadt Biddle ProPerties inc. In fiscal 2016, the Company incurred costs of
approximately $21 .5 million related to capital
improvements, tenants improvements and leasing
costs to its properties .

(4) MORTGAGE NOTE RECEIVABLE
In October 2016, the Company, through a wholly-
owned subsidiary, originated a loan in the amount of
$13 .5 million secured by a first mortgage on a shopping
center located in Rockland County, NY . The loan requires
payments to the Company of interest only recognized on
the effective yield method at the rate of one-month LIBOR
plus 3 .25% per annum . The loan has a maturity date of
October 10, 2017 . The Company funded the mortgage
loan with available cash .
Principal payments on the mortgage note receivable
become due as follows (in thousands):

Fiscal Year Ended October 31,
2017
2018
2019
2020
2021
Thereafter

Amount
$13,500
—
—
—
—
—

(5) MORTGAGE NOTES PAYABLE, BANK LINES

OF CREDIT AND OTHER LOANS

At October 31, 2016, the Company has mortgage notes
payable and other loans that are due in installments over
various periods to fiscal 2031 . The loans bear interest at
rates ranging from 2 .8% to 6 .6% and are collateralized
by real estate investments having a net carrying value of
approximately $482 .8 million .
Combined aggregate principal maturities of mortgage
notes payable during the next five years and thereafter
are as follows (in thousands):

2017
2018
2019
2020
2021
Thereafter

Principal

Scheduled
Repayments Amortization
$ 6,057
5,221
4,960
4,506
4,808
7,933
$33,485

$ 49,524
—
26,880
—
—
163,127
$239,531

Total
$ 55,581
5,221
31,840
4,506
4,808
171,060
$273,016

The fiscal 2017 principal repayment amount above
includes the $43 .4 million mortgage balance that will be
due on the Company’s Ridgeway property, located in

Stamford, CT, when that loan becomes prepayable in
July 2017 . The Company has already entered into a
mortgage commitment to refinance the note with a
new lender (see below) .
Until it was terminated on August 23, 2016, the
Company had an $80 million unsecured revolving credit
facility with a syndicate of four banks led by The Bank of
New York Mellon, as administrative agent . The syndicate
also included Wells Fargo Bank N .A . (syndication agent),
Bank of Montreal and Regions Bank (co-documentation
agents) . The Facility gave the Company the option, under
certain conditions, to increase the Facility’s borrowing
capacity up $125 million (subject to lender approval) . The
maturity date of the Facility was September 21, 2016 with
a one-year extension at the Company’s option .
In August 2016, the Company refinanced its existing
Facility with a syndicate of three banks led by The
Bank of New York Mellon, as administrative agent . The
syndicate also included Wells Fargo Bank N .A . and
Bank of Montreal (co-syndication agents), increasing the
capacity to $100 million from $80 million, with the ability
under certain conditions to additionally increase the
capacity to $150 million (subject to lender approval) . The
maturity date of the new Facility is August 23, 2020 with a
one-year extension at the Company’s option . Borrowings
under the Facility can be used for general corporate
purposes and the issuance of letters of credit (up to $10
million) . Borrowings will bear interest at the Company’s
option of Eurodollar rate plus 1 .35% to 1 .95% or The Bank
of New York Mellon’s prime lending rate plus 0 .35% to
0 .95% based on consolidated indebtedness, as defined .
The Company pays a quarterly commitment fee on the
unused commitment amount of 0 .15% to 0 .25% based on
outstanding borrowings during the year . 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, 2016 .
As of October 31, 2016, $92 million was available to be
drawn on the Facility .
During the fiscal years ended October 31, 2016 and
2015, the Company borrowed $52 .0 million and $104 .8
million, respectively, on its Facility to fund a portion
of the equity for property acquisitions and capital
improvements to its properties . During the fiscal years
ended October 31, 2016 and 2015, the Company re-paid
$66 .8 million and $97 .6 million, respectively, on its Facility
with proceeds from a combination of non-recourse
mortgage financings and available cash .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In September 2016, the Company refinanced its $7 .2
million mortgage secured by 2 properties with the
existing lender . The new mortgage principal balance
will be $11 million and have a term of 10 years and will
require payments of principal and interest at the rate of
LIBOR plus 2 .00% . Concurrent with entering into the
mortgage, the Company also entered into an interest rate
swap contract which will convert the variable interest rate
(based on LIBOR) to a fixed rate of 3 .475% per annum .
In July 2016, the Company entered into a commitment
to refinance its $44 million mortgage secured by its
Ridgeway shopping center in Stamford, CT on July 17,
2017, the first day the current Ridgeway mortgage can be
repaid without penalty . The new mortgage will be in the
amount of $50 million and will have a term of 10 years
and will require payment of principal and interest at
the rate of LIBOR plus 1 .90% . Concurrent with entering
into the commitment, the Company also entered into an
interest rate swap contract which will convert the variable
interest rate (based on LIBOR) to a fixed rate of 3 .398%
per annum .
In July 2016, the Company placed a $22 .7 million
mortgage secured by its newly acquired Newfield
Green shopping center located in Stamford, CT . The
new mortgage has a term of fifteen years and requires
payments of principal and interest at the fixed rate of
3 .89% per annum .
In May 2016, the Company repaid a $7 .5 million
mortgage that was secured by its Bloomfield, NJ property .
In December 2014, through four wholly-owned
subsidiaries, the Company placed a $62 .7 million non-
recourse first mortgage loan secured by the NJ Retail
Properties that were purchased in December 2014 . The
mortgage loan requires monthly payments of principal
and interest in the amount of $294,000 at a fixed interest
rate of 3 .85% per annum . The mortgage matures in
January 2027 . Proceeds from the mortgage were used to
repay the Facility .
In July 2015, the Company repaid at maturity its $4 .5
million non-recourse first mortgage loan that was secured
by its Fairfield Plaza property . The Company funded this
repayment with a borrowing on its Facility .
During fiscal 2014, the Company, through a wholly-
owned subsidiary, assumed an existing non-recourse first
mortgage loan encumbering the McLean Plaza Property
at its estimated fair value of $2 .8 million . The mortgage
matured in December 2014 and was refinanced with
a new lender . The new $5 million mortgage matures
in November 2024 and requires monthly payments of
interest only at a fixed rate of interest of 3 .7% per annum .
Interest paid in the years ended October 31, 2016, 2015,
and 2014 was approximately $13 .1 million, $13 .4 million
and $10 .3 million, respectively .

(6) CONSOLIDATED JOINT VENTURES

AND REDEEMABLE NONCONTROLLING
INTERESTS

The Company has an investment in three joint
ventures, UB Ironbound, LP (“Ironbound”), Orangeburg
and McLean Plaza, each of which owns a commercial
retail real estate property . The Company has evaluated
its investment in these three joint ventures and has
concluded that the ventures are not Variable Interest
Entities (“VIE or VIE’s”) . However the joint venture
investments meet certain criteria of a sole general partner
(or limited liability member) in accordance with ASC
Topic 970-810, “Real Estate-Consolidation .” The Company
has determined that such joint ventures are fully
controlled by the Company and that the presumption of
control is not offset by any rights of any of the limited
partners or non-controlling members in the ventures and
that the joint ventures should be consolidated into the
consolidated financial statements of the Company . The
Company’s investments in the consolidated joint ventures
are more fully described below:

Ironbound (Ferry Plaza)
The Company, through a wholly-owned subsidiary, is
the general partner and owns 84% of one consolidated
limited partnership, Ironbound, which owns a grocery-
anchored shopping center .
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 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 .

Orangeburg
The Company, through a wholly-owned subsidiary, is
the managing member and owns an approximate 34 .0%
interest in Orangeburg, which owns a CVS Pharmacy
anchored shopping center in Orangeburg, NY . The other
member (non-managing) of Orangeburg is the prior
owner of the contributed property who, in exchange for
contributing the net assets of the property,

Urstadt Biddle ProPerties inc.
received units of Orangeburg equal to the value of the
contributed property less the value of the assigned first
mortgage payable . The Orangeburg operating agreement
provides for the non-managing member to receive an
annual cash distribution equal to the regular quarterly
cash distribution declared by the Company for one
share of the Company’s Class A Common stock for
each unit of Orangeburg ownership . The annual cash
distribution will be paid from available cash, as defined,
of Orangeburg . Upon liquidation, proceeds from the sale
of Orangeburg assets are to be distributed in accordance
with the operating agreement . Orangeburg has a defined
termination date of December 31, 2097 . Since purchasing
this property, the Company has made additional
investments in the amount of $4 .2 million in Orangeburg
and as a result as of October 31, 2016 its ownership
percentage has increased to 34 .0% from approximately
2 .92% at inception .

McLean Plaza
The Company, through a wholly-owned subsidiary,
is the managing member and owns a 53% interest
in McLean Plaza Associates, LLC, a limited liability
company (“McLean”), which owns a grocery-anchored
shopping center . The McLean operating agreement
provides for the non-managing members to receive a
fixed annual cash distribution equal to 5 .05% of their
invested capital . The annual cash distribution is paid
from available cash, as defined, of McLean . The balance
of available cash, if any, is fully distributable to the
Company . Upon liquidation, proceeds from the sale of
McLean assets are to be distributed in accordance with
the operating agreement . The non-managing members are
not obligated to make any additional capital contributions
to the entity .

Noncontrolling interests:
The Company accounts for non-controlling interests
in accordance with ASC Topic 810, “Consolidation .”
Because the limited partners or non-controlling members
in Ironbound, Orangeburg and McLean Plaza have the
right to require the Company to redeem all or a part of
their limited partnership or limited liability company
units at prices as defined in the governing agreements,
the Company reports the noncontrolling interests in the
consolidated joint ventures in the mezzanine section,
outside of permanent equity, of the consolidated balance
sheets at redemption value which approximates fair value

as the limited liability members have the right to force
redemption of their units by the Company . The value of
the Orangeburg and McLean redemption is based solely
on the price of the Company’s Class A Common stock on
the date of redemption . For the years ended October 31,
2016 and 2015, the Company adjusted the carrying value
of the non-controlling interests by $2 .3 million and
$(2 .3) million, respectively, with the corresponding
adjustment recorded in stockholders’ equity .
The following table sets forth the details of the
Company’s redeemable non-controlling interests
(amounts in thousands):

Beginning Balance
Initial McLean Plaza
Noncontrolling Interest-Net
Change in Redemption Value
Accumulated depreciation

October 31,
2016
$15,955

2015
$18,864

—
2,298
$18,253

(615)
(2,294)
$15,955

(7) INVESTMENTS IN AND ADVANCES TO
UNCONSOLIDATED JOINT VENTURES
At October 31, 2016 and 2015, 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,

2016

2015

Chestnut Ridge and Plaza 59
Shopping Centers (50 .0%)
Gateway Plaza (50%)
Putnam Plaza Shopping Center (66 .67%)
Midway Shopping Center, L .P . (11 .642%)
Applebee’s at Riverhead (50%)
81 Pondfield Road Company (20%)
Total

$18,200
7,160
5,970
4,856
1,560
723
$38,469

$18,248
7,186
6,686
5,144
1,318
723
$39,305

Gateway Plaza and Applebee’s at Riverhead
The Company, through two wholly owned subsidiaries,
owns a 50% undivided equity interest in the Gateway
Plaza Shopping Center (“Gateway”) and Applebee’s at
Riverhead (“Applebee’s”) . Both properties are located
in Riverhead, New York (together the “Riverhead
Properties”) . Gateway, a 198,500 square foot shopping
center anchored by a 168,000 square foot Walmart
which also has 27,000 square feet of in-line space that is
partially leased and a newly constructed 3,500 square

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

foot outparcel that is leased . Applebee’s has a 5,400
square foot free standing Applebee’s restaurant with
an additional newly constructed 7,200 square foot pad
site of which 7,200 square feet is leased .
Gateway is subject to a $13 .1 million non-recourse
first mortgage . The mortgage has a term of ten years and
requires payments of principal and interest at a fixed
rate of interest of 4 .2% per annum .

Chestnut Ridge and Plaza 59 Shopping Centers
The Company, through two wholly owned subsidiaries,
owns a 50% undivided equity interest in the 76,000
square foot Chestnut Ridge Shopping Center located in
Montvale, New Jersey (“Chestnut”), which is anchored
by a Fresh Market grocery store, and the 24,000 square
foot Plaza 59 Shopping Center located in Spring Valley,
New York (“Plaza 59”), which is anchored by a local
food grocer .

Midway Shopping Center, L.P.
The Company, through a wholly owned subsidiary,
owns an 11 .642% equity interest in Midway Shopping
Center L .P . (“Midway”), which owns a 247,000 square
foot grocery-anchored shopping center in Westchester
County, New York . 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 but does
not control the venture and accounts for its investment
in Midway under the equity method of accounting .
The Company has allocated the $6 .2 million excess of
the carrying amount of its investment in and advances
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 .
Midway currently has a non-recourse first mortgage
payable in the amount of $29 .3 million . The loan requires
payments of principal and interest at the rate of 4 .80%
per annum and will mature in 2027 .

Putnam Plaza Shopping Center
The Company, through a wholly owned subsidiary,
owns a 66 .67% undivided equity interest in the 189,000
square foot Putnam Plaza Shopping Center (“Putnam
Plaza”), which is anchored by a grocery store .
Putnam Plaza has a first mortgage payable in the
amount of $19 .5 million . The mortgage requires monthly
payments of principal and interest at a fixed rate of 4 .17%
and will mature in 2019 .

81 Pondfield Road Company
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 .

The Company accounts for the above investments
under the equity method of accounting since it exercises
significant influence, but does not control the joint
ventures . The other venturers in the joint ventures
have substantial participation rights in the financial
decisions and operation of the ventures or properties,
which preclude the Company from consolidating the
investments . The Company has evaluated its investment
in the joint ventures and has concluded that the joint
ventures are not VIE’s . 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 .

(8) STOCKHOLDERS’ EQUITY

Authorized Stock
The Company’s Charter authorizes up to 200,000,000
shares of various classes of stock . The total number
of shares of authorized stock consists of 100,000,000
shares of Class A Common Stock, 30,000,000 shares of
Common Stock, 50,000,000 shares of Preferred Stock,
and 20,000,000 shares of Excess Stock .

Preferred Stock
The Series F Cumulative Preferred Stock is non-voting,
has no stated maturity and is redeemable for cash
at $25 per share at the Company’s option on or after
October 24, 2017 . The holders of our Series F Preferred
Stock have general preference rights with respect to
liquidation and quarterly distributions . Except under
certain conditions, holders of the Series F Preferred
Stock will not be entitled to vote on most matters . In the
event of a cumulative arrearage equal to six quarterly
dividends, holders of Series F Preferred Stock, together
with all of the Company’s other series of preferred stock
(voting as a single class without regard to series) will
have the right to elect two additional members to serve on
the Company’s Board of Directors until the arrearage has
been cured . Upon the occurrence of a Change of Control,
as defined in the Company’s Articles Supplementary to

Urstadt Biddle ProPerties inc.
the Charter, the holders of the Series F Preferred Stock will
have the right to convert all or part of the shares of Series
F Preferred Stock held by such holders on the applicable
conversion date into a number of the Company’s shares
of Class A Common Stock . Underwriting commissions
and costs incurred in connection with the sale of the
Series F Preferred Stock are reflected as a reduction of
additional paid in capital .
The Series G Cumulative Preferred Stock is nonvoting,
has no stated maturity and is redeemable for cash at $25
per share at the Company’s option on or after October 28,
2019 . The holders of our Series G Preferred Stock have
general preference rights with respect to liquidation
and quarterly distributions . Except under certain
conditions, holders of the Series G Preferred Stock will
not be entitled to vote on most matters . In the event of a
cumulative arrearage equal to six quarterly dividends,
holders of Series G Preferred Stock, together with all of
the Company’s other Series of preferred stock (voting as a
single class without regard to series) will have the right to
elect two additional members to serve on the Company’s
Board of Directors until the arrearage has been cured .
Upon the occurrence of a Change of Control, as defined in
the Company’s Articles Supplementary to the Charter, the
holders of the Series G Preferred Stock will have the right
to convert all or part of the shares of Series G Preferred
Stock held by such holders on the applicable conversion
date into a number of the Company’s shares of Class A
Common stock . Underwriting commissions and costs
incurred in connection with the sale of the Series G
Preferred Stock are reflected as a reduction of additional
paid in capital .
In November 2014, we redeemed all of the outstanding
shares of our 7 .5% Series D Cumulative Preferred
Stock with a liquidation preference $25 per share . As
a result we recognized a loss of $1 .87 million on our
consolidated statement of income for the fiscal year
ended October 31, 2014, which represents the difference
between redemption value and carrying value net of
original deferred issuance costs .

Common Stock
In July and August 2016, the Company sold 3,162,500
shares of Class A Common Stock in an underwritten
follow-on common stock offering for $23 .29 per share
and raised net proceeds of $73 .7 million .
In November 2014, the Company sold 2,875,000 shares
of Class A Common Stock in an underwritten follow-on
common stock offering for $20 .82 per share and raised net
proceeds of $59 .7 million .
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 2016, the Company
issued 4,988 shares of Common Stock and 5,854 shares of
Class A Common Stock (5,326 shares of Common Stock
and 6,104 shares of Class A Common Stock in fiscal 2015)
through the DRIP . As of October 31, 2016, there remained
347,639 shares of Common Stock and 404,315 shares
of Class A Common Stock available for issuance under
the DRIP .
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
2 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

NOTES TO CONSOLIDATED FINANCIAL STATEMENTSto 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 .

Stock Repurchase
The Board of Directors of the Company has approved a
share repurchase program (“Program”) for the repurchase
of up to 2,000,000 shares, in the aggregate, of Common
stock, Class A Common stock and Series F Cumulative
Preferred stock in open market transactions .
The Company has repurchased 4,600 shares of
Common Stock and 913,331 shares of Class A Common
Stock under the Program . For the year ended October 31,
2016, the Company did not repurchase any shares under
the Program .

(9) STOCK COMPENSATION AND OTHER

BENEFIT PLANS

Restricted Stock Plan
The Company has a Restricted Stock Plan that provides
a form of equity compensation for employees
of the Company . In March 2016, the Stockholders of the
Company approved an increase in the number of

shares available for grant under the plan, as amended by
750,000 shares . The Plan, which is administered by the
Company’s compensation committee, authorizes grants of
up to an aggregate of 4,500,000 shares of the Company’s
common equity consisting of 350,000 Common shares,
350,000 Class A Common shares and 3,800,000 shares,
which at the discretion of the compensation committee,
may be awarded in any combination of Class A Common
shares or Common shares .
In accordance with ASC Topic 718, the Company
recognizes compensation expense for restricted stock
awards upon the earlier of the explicit vesting period or
the date a participant first becomes eligible for retirement
unless a waiver was received by an employee over the
retirement age, waving his right to continued vesting
after retirement .
In fiscal 2016, the Company awarded 152,100 shares of
Common Stock and 95,600 shares of Class A Common
Stock to participants in the Plan . The grant date fair
value of restricted stock grants awarded to participants
in 2016 was approximately $4 .5 million . As of October 31,
2016, there was $12 .7 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 .7 years . For the years ended
October 31, 2016, 2015 and 2014, amounts charged to
compensation expense totaled $4,426,000, $4,121,000
and $4,088,000, respectively .
A summary of the status of the Company’s non-vested
restricted stock awards as of October 31, 2016, and changes
during the year ended October 31, 2016 is presented below:

Non-vested at October 31, 2015
Granted
Vested

Non-vested at October 31, 2014
Granted
Vested
Forfeited
Non-vested at October 31, 2015

Non-vested at October 31, 2016

Forfeited

Common Shares

Weighted-
Average
Grant Date
Fair Value
$16 .58
$17 .95
$16 .35
—
$16 .77

Shares
1,281,850
152,100
(175,950)
—
1,258,000

Class A Common Shares
Weighted-
Average
Grant Date
Fair Value
$19 .37
$18 .84
$18 .64
$19 .31
$19 .40

Shares
373,850
95,600
(84,200)
(650)
384,600

Urstadt Biddle ProPerties inc.

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 $187,000, $150,000 and $150,000
in each of the three years ended October 31, 2016, 2015
and 2014, respectively . 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 .

(10) 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

The Company calculates the fair value of the
redeemable noncontrolling interests based on either
quoted market prices on national exchanges for those
interests based on the Company’s Class A Common stock
or 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 or limited liability company in which the
investor owns the joint venture units capitalized at
prevailing market rates for properties with similar
characteristics or located in similar areas .
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, 2016 and 2015, 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 .”
The Company measures its redeemable noncontrolling
interests and interest rate swap derivatives 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, 2016 and 2015 (amounts in
thousands):

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fiscal Year Ended October 31, 2016
Liabilities:

Interest Rate Swap Agreements

Redeemable noncontrolling interests

Fiscal Year Ended October 31, 2015
Liabilities:

Interest Rate Swap Agreements

Redeemable noncontrolling interests

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

Total

Significant
Other
Observable
Inputs
(Level 2)

Significant
Unobservable
Inputs
(Level 3)

$ 1,304
$18,253

$ —
$14,407

$ 1,230
$15,955

$ —
$13,104

$1,304
$ —

$1,230
$ —

$ —
$3,846

$ —
$2,851

Fair market value measurements based upon Level 3
inputs changed from $9,062 at November 1, 2014 to
$2,851 at October 31, 2015 as a result of a $77 decrease in
the redemption value of the Company’s noncontrolling
interest in Ironbound in accordance with the application
of ASC Topic 810 and the transfer in the amount of $6,134
of the noncontrolling interest in McLean to Level 1 .
During the quarter ended January 31, 2015, McLean was
converted to a limited liability company from a general
partnership . One of the results of this conversion is
that the noncontrolling equity interests in McLean can
only be redeemed for shares of the Company’s Class
A Common stock or for cash based on the value of
the Company’s Class A Common stock . In accordance
with ASC 810, the noncontrolling interest will now be
valued as a Level 1 measurement . Fair market value
measurements based upon Level 3 inputs changed from
$2,851 at November 1, 2015 to $3,846 at October 31, 2016
as a result of a $995 increase in the redemption value of
the Company’s noncontrolling interest in Ironbound in
accordance with the application of ASC Topic 810 .

Fair Value of Financial Instruments
The carrying values of cash and cash equivalents,
restricted cash, tenant receivables, mortgage note
receivable, prepaid expenses, other assets, accounts
payable and accrued expenses, are reasonable estimates
of their fair values because of the short-term nature of
these instruments . The carrying value of the Facility

is deemed to be at fair value since the outstanding
debt is directly tied to monthly LIBOR contracts .
Mortgage notes payable that were assumed in property
acquisitions were recorded at their fair value at the time
they were assumed .
The estimated fair value of mortgage notes payable
and other loans was approximately $287 million and
$266 million at October 31, 2016 and October 31, 2015,
respectively . The estimated fair value of mortgage
notes payable is based on discounting the future
cash flows at year-end risk adjusted borrowing rates
currently available to the Company for issuance
of debt with similar terms and remaining maturities .
These fair value measurements fall within Level 2 of
the fair value hierarchy . When the Company acquires a
property it is required to fair value all of the assets and
liabilities, including intangible assets and liabilities,
relating to the property’s in-place leases (see Note 1) .
Those fair value measurements fall within Level 3 of
the fair value hierarchy .
Although management is not aware of any factors
that would significantly affect the estimated fair value
amounts from October 31, 2015, 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 .

Urstadt Biddle ProPerties inc.

(11) 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 may ultimately 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, 2016, the Company had commitments of approximately $5 .3 million for tenant-related obligations .

(12) QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
The unaudited quarterly results of operations for the years ended October 31, 2016 and 2015 are as follows (in
thousands, except per share data):

Revenues
Income from Continuing Operations
Net Income Attributable to
Urstadt Biddle Properties Inc .
Preferred Stock Dividends
Net Income Applicable to Common
and Class A Common Stockholders

Per Share Data:
Net Income from Continuing Operations—Basic:
Class A Common Stock
Common Stock

Year Ended October 31, 2016
Quarter Ended

Jan 31 Apr 30
$29,166
$ 8,556

$27,451
$ 6,672

July 31 Oct 31
$31,899
$28,276
$10,550
$ 8,827

Year Ended October 31, 2015
Quarter Ended

Jan 31 Apr 30

$28,506 $30,050 $28,819
$ 6,164 $ 7,478 $ 8,785

July 31 Oct 31
$27,937
$27,785

$ 6,447
(3,570)

$ 8,339
(3,570)

$ 8,610
(3,570)

$10,320
(3,570)

$ 6,011 $ 7,247 $ 8,441
(3,571)
(3,570)

(3,894)

$27,565
(3,570)

$ 2,877

$ 4,769

$ 5,040

$ 6,750

$ 2,117 $ 3,677 $ 4,870

$23,995

$0.09
$0.08

$0.14
$0.13

$0.15
$0.13

$0.18
$0.16

$0 .06
$0 .06

$0 .11
$0 .10

$0 .15
$0 .13

$0 .72
$0 .64

Net Income from Continuing Operations—Diluted:
Class A Common Stock
Common Stock

$0.08
$0.08

$0.14
$0.12

$0.15
$0.13

$0.18
$0.16

$0 .06
$0 .06

$0 .11
$0 .10

$0 .15
$0 .13

$0 .70
$0 .62

Amounts may not equal full year results due to rounding .

(13) SUBSEQUENT EVENTS
On December 15, 2016, the Board of Directors of the Company declared cash dividends of $0 .235 for each share of
Common Stock and $0 .265 for each share of Class A Common Stock . The dividends are payable on January 20, 2017 to
stockholders of record on January 6, 2017 . The Board of Directors also ratified the actions of the Company’s compensation
committee authorizing awards of 96,225 shares of Common Stock and 152,100 shares of Class A Common Stock to certain
officers, directors and employees of the Company effective January 2, 2017, pursuant to the Company’s restricted stock plan .
The fair value of the shares awarded totaling $5 .2 million will be charged to expense over the respective vesting periods .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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, 2016 and 2015 and the related consolidated statements of income, comprehensive income,
stockholders’ equity, and cash flows for each of the three years in the period ended October 31, 2016 . These
consolidated financial statements are the responsibility of the Company’s management . Our responsibility is to
express an opinion on these consolidated 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 consolidated financial statements referred to above present fairly, in all material respects, the
consolidated financial position of Urstadt Biddle Properties Inc . at October 31, 2016 and 2015, and the consolidated
results of its operations and its cash flows for each of the three years in the period ended October 31, 2016, 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, 2016 based on criteria established
in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (2013 framework) and our report dated January 12, 2017 expressed an unqualified opinion thereon .

New York, New York
January 12, 2017

PKF O’Connor Davies, LLP

Urstadt Biddle ProPerties inc.

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 .

SPECIAL NOTE REGARDING FORWARD-
LOOKING STATEMENTS
This Annual Report contains certain forward-looking
statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Exchange Act . Such
statements can generally be identified by such words
as “anticipate,” “believe,” “can,” “continue,” “could,”
“estimate,” “expect,” “intend,” “may,” “plan,” “seek,”
“should,” “will” or variations of such words or other
similar expressions and the negatives of such words .
All statements included in this report that address
activities, events or developments that we expect, believe
or anticipate 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
our operations and other such matters, are forward-
looking statements . These statements are based on
certain assumptions and analyses made by us in light of
our experience and our perception of historical trends,
current conditions, expected future developments and
other factors we believe are appropriate . Such statements
are inherently subject to risks, uncertainties and other
factors, many of which cannot be predicted with accuracy
and some of which might not even be anticipated . Future
events and actual results, performance or achievements,
financial and otherwise, may differ materially from the
results, performance or achievements expressed or implied
by the forward-looking statements . Risks, uncertainties
and other factors that might cause such differences, some
of which could be material, include, but are not limited to:
• economic and other market conditions that could

impact us, our properties or the financial stability of
our tenants;

• financing risks, such as the inability to obtain debt or

equity financing on favorable terms, as well as the level
and volatility of interest rates;

• any difficulties in renewing leases, filling vacancies or

negotiating improved lease terms;

• the inability of the Company’s properties to generate

revenue increases to offset expense increases;
• environmental risk and regulatory requirements;
• risks of real estate acquisitions and dispositions
(including the failure of transactions to close);
• risks of operating properties through joint ventures

that we do not fully control .

EXECUTIVE SUMMARY

Overview
We are a fully integrated, self-administered real estate
company that has elected to be a REIT for federal
income tax purposes, engaged in the acquisition,
ownership and management of commercial real estate,
primarily neighborhood and community shopping
centers located in the northeastern part of the United
States with a concentration in the metropolitan New York
tri-state area outside of the City of New York . Other real
estate assets include office properties . Our major tenants
include supermarket chains and other retailers who sell
basic necessities .
At October 31, 2016, we owned or had equity interests
in 75 properties, which include equity interests we own in
three consolidated joint ventures and seven unconsolidated
joint ventures, containing a total of 5 .0 million square
feet of Gross Leasable Area (“GLA”) . Of the properties
owned by wholly-owned subsidiaries or joint venture
entities that we consolidate, approximately 93 .3% was
leased (95 .8% at October 31, 2015) . Of the properties
owned by unconsolidated joint ventures, approximately
98 .4% was leased (98 .1% at October 31, 2015) . The drop
in our leased rate at October 31, 2016, when compared
with the leased rate at October 31, 2015, is predominantly
related to the bankruptcy of Great Atlantic and Pacific Tea
Company, Inc . (“A&P”) . During the first quarter of fiscal
2016, three of the nine spaces that A&P occupied became
vacant . Those spaces totaled 132,000 square feet or about
3 .3% of our consolidated property square footage . Two
of the aforementioned three spaces were re-leased in the
second quarter of fiscal 2016, but one former A&P space,
totaling approximately 63,000 square feet, remains vacant
at October 31, 2016 (1 .6% of consolidated portfolio square
footage) . For more information about the impact of the
A&P bankruptcy, see “Leasing—Significant Events with
Impacts on Leasing” below .
The above percentages exclude our White Plains
property . In November 2014, a zoning change was obtained
from the City of White Plains that will allow this property
to be converted to a higher and better use . On this basis,
we have completely vacated the property to make potential
redevelopment possible . This included the expiration of
two leases at the property totaling 90,000 square feet in
February 2015, for which the average base rent per square
foot was approximately $24 .69 per annum . In April 2015,
we entered into a contract to sell this property to a third
party, with the closing date scheduled to be fifteen days
after the property is completely vacated of all tenants,
which was accomplished in April 2016 . In February 2016,

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSthe sale contract was amended to allow the purchaser to
extend the closing . The amendment provided the purchaser
six one-month options to extend the closing date for a
payment of $461,000 per one-month extension option
exercised . The purchaser exercised all of the six options,
and we recorded the $2 .8 million received as base rent
revenue as of October 31, 2016 . In addition, in October
2016, we granted the purchaser an additional extension
option to extend the closing until March 2017 . In exchange
for granting the extension, we received an additional $2
million, which we have recorded as base rent revenue as
of October 31, 2016 . Furthermore, the extension agreement
required the purchaser to deposit a total of $11 .9 million
with us and an additional $3 million with a third-party
agent to be applied to the purchase price of the shopping
center at closing . The $11 .9 million is recorded in other
liabilities at October 31, 2016 .
We have paid quarterly dividends to our shareholders
continuously since our founding in 1969 and have
increased the level of dividend payments to our
shareholders for 22 consecutive years .
We derive substantially all of our revenues from rents
and operating expense reimbursements received pursuant
to long-term leases and focus our investment activities on
community and neighborhood shopping centers, anchored
principally by regional supermarket chains . We believe
that because consumers need to purchase food and other
types of staple goods and services generally available at
supermarket-anchored shopping centers, the nature of our
investments provides for relatively stable revenue flows
even during difficult economic times .
We have a conservative capital structure and do not have
any secured debt maturing until October 2017, for which
we have entered into a commitment to refinance in July
2017 . See “Significant Financings and Debt Transactions in
Fiscal 2016” below .
We focus on increasing cash flow, and consequently
the value of our properties, and seek continued growth
through strategic re-leasing, renovations and expansions
of our existing properties and selective acquisitions of
income-producing properties . Key elements of our growth
strategies and operating policies are to:
• acquire quality neighborhood and community

shopping centers in the northeastern part of the
United States with a concentration on properties in the
metropolitan New York tri-state area outside of the
City of New York, and unlock further value in these
properties with selective enhancements to both the
property and tenant mix, as well as improvements to
management and leasing fundamentals;

• selectively dispose of underperforming properties

and re-deploy the proceeds into potentially
higher performing properties that meet our
acquisition criteria;

• invest in our properties for the long term through

regular maintenance, periodic renovations and

capital improvements, enhancing their attractiveness
to tenants and customers, as well as increasing
their value;

• leverage opportunities to increase GLA at existing
properties, through development of pad sites and
reconfiguring of existing square footage, to meet
the needs of existing or new tenants;

• proactively manage our leasing strategy by

aggressively marketing available GLA, renewing
existing leases with strong tenants, and replacing
weak ones when necessary, with an eye towards
securing leases that include regular or fixed contractual
increases to minimum rents, replacing below-market-
rent leases with increased market rents when possible
and further improving the quality of our tenant mix at
our shopping centers;

• maintain strong working relationships with our

tenants, particularly our anchor tenants;

• maintain a conservative capital structure with low

leverage levels; and

• control property operating and administrative costs .

Highlights of Fiscal 2016; Recent Developments

Set forth below are highlights of our acquisitions, other
investments, dispositions and financings during fiscal 2016:
• In July 2016, we purchased, for $45 .3 million, the 72,000
square foot Newfield Green shopping center located in
Stamford, CT .

• In July 2016, we completed a follow-on Class A

Common stock offering, raising proceeds of $73 .7
million, of which we used $60 .1 million to repay
borrowings on our Unsecured Revolving Credit
Facility (the “Facility”) .

• In July 2016, we entered into a commitment to

refinance our $44 million mortgage secured by our
Ridgeway shopping center in Stamford, CT on July 17,
2017, the first day the current Ridgeway mortgage can
be repaid without penalty . The new mortgage will be
in the amount of $50 million and will have a term of
ten years and will require payment of principal and
interest at the rate of LIBOR plus 1 .9% . Concurrent
with entering into the commitment, we also entered
into an interest rate swap contract which will convert
the variable interest rate (based on LIBOR) to a fixed
rate of 3 .398% per annum .

Urstadt Biddle ProPerties inc.

• In August 2016, we refinanced our existing Facility,
increasing the capacity to $100 million from $80
million, with the ability under certain conditions to
additionally increase the capacity to $150 million .

• In September 2016, we refinanced our $7 .2 million

mortgage secured by two Greenwich, CT properties
with the existing lender . The new mortgage principal
balance will be $11 million and have a term of ten years
and will require payments of principal and interest at
the rate of LIBOR plus 2 .0% . Concurrent with entering
into the mortgage, we also entered into an interest rate
swap contract which will convert the variable interest rate
(based on LIBOR) to a fixed rate of 3 .475% per annum .
• In October 2016, we purchased, for $13 .3 million, the
27,000 square foot 970 High Ridge Road shopping
center located in Stamford, CT .

• In October 2016, we originated a loan in the amount

of $13 .5 million, bearing interest at one-month LIBOR
plus 3 .25% per annum, secured by a first mortgage on
a shopping center located in Rockland County, NY, and
maturing October 10, 2017 .

Known Trends; Outlook
We believe that shopping center REITs face opportunities
and challenges that are both common to and unique from
other REITs and real estate companies . As a REIT, we
are susceptible to changes in interest rates, the lending
environment, the availability of capital markets and
the general economy . For example, some experts are
predicting an increased interest rate environment, which
could negatively impact the attractiveness of REIT stock to
investors and our borrowing activities . It is also possible,
however, that higher interest rates could signal a stronger
economy, resulting in greater spending by consumers . The
impact of such changes are difficult to predict .
As a shopping center REIT, we are focused on certain
challenges that are unique to the retail industry . In
particular, we recognize the challenges presented by
e-commerce to brick-and-mortar retail establishments,
including our tenants . However, we believe that because
consumers prefer to purchase food and other staple goods
and services available at supermarkets in person, the
nature of our properties makes them less vulnerable to
the encroachment of e-commerce than other properties
whose tenants may more directly compete with the
internet . Moreover, we believe the nature of our properties
makes them less susceptible to economic downturns
than other retail properties whose anchor tenants are
not supermarkets or other staple goods providers . We
continue to be sensitive to these considerations, however,
when we establish the tenant mix at our shopping centers,
and believe that our strategy of focusing on supermarket
anchors is a strong one .

In the metropolitan tri-state area outside of New York
City, demographics (income, density, etc .) remain strong
and opportunities for new development, as well as
acquisitions, are competitive, with high barriers to entry .
We believe that this will remain the case for the foreseeable
future, and have focused our growth strategy accordingly .

Leasing

Rollovers
For the fiscal year 2016, we signed leases for a total of
418,400 square feet of retail space in our consolidated
portfolio . New leases for vacant spaces were signed
for 187,600 square feet at an average rental increase of
6 .04% on a cash basis, excluding 6,800 square feet of new
leases for which there was no prior rent history available .
Renewals for 224,000 square feet of space previously
occupied were signed at an average rental increase of
3 .41% on a cash basis .
Tenant improvements and leasing commissions averaged
$28 .02 per square foot for new leases and $4 .45 per square
foot for renewals for the fiscal year ended October 31, 2016 .
The average term for new leases was 7 .6 years and the
average term for renewal leases was 4 years .
The rental increases/decreases associated with new and
renewal leases generally include all leases signed in arms-
length transactions reflecting market leverage between
landlords and tenants during the period . The comparison
between average rent for expiring leases and new leases
is determined by including minimum rent paid on the
expiring lease and minimum rent to be paid on the new
lease in the first year . In some instances, management
exercises judgment as to how to most effectively reflect
the comparability of spaces reported in this calculation .
The change in rental income on comparable space leases
is impacted by numerous factors including current market
rates, location, individual tenant creditworthiness, use
of space, market conditions when the expiring lease was
signed, the age of the expiring lease, capital investment
made in the space and the specific lease structure . Tenant
improvements include the total dollars committed for
the improvement (fit-out) of a space as it relates to a
specific lease but may also include base building costs (i .e .
expansion, escalators or new entrances) that are required to
make the space leasable . Incentives (if applicable) include
amounts paid to tenants as an inducement to sign a lease
that do not represent building improvements .
The leases signed in 2016 generally become effective over
the following one to two years . There is risk that some new
tenants will not ultimately take possession of their space
and that tenants for both new and renewal leases may not
pay all of their contractual rent due to operating, financing
or other matters . However, these increases/decreases

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSdo provide information about the tenant/landlord
relationship and the potential increase we may achieve
in rental income over time .
In 2017, we believe our leasing volume will be in-line
with our historical averages with overall positive increases
in rental income for renewal leases and flat to slightly
positive increases for new leases . However, changes in
rental income associated with individual signed leases on
comparable spaces may be positive or negative, and we
can provide no assurance that the rents on new leases will
continue to increase at the above described levels, if at all .

Significant Events with Impacts on Leasing
In July 2015, one of our largest tenants, A&P, filed a
voluntary petition under Chapter 11 of Title 11 of the

United States Bankruptcy Code (the “Bankruptcy Code”) .
Subsequently, A&P determined that it would be liquidating
the company . As of October 31, 2015, A&P leased and
occupied nine spaces totaling 365,000 square feet in
our portfolio . The total base rent per annum for these
nine spaces totaled $5,540,000 at October 31, 2015 . The
bankruptcy process relating to our nine spaces is complete .
As of October 31, 2016, eight of the nine A&P leases have
been assumed by new operators in the bankruptcy process
or re-leased by the Company to new operators (see Notes
1, 2 and 3 below) . The remaining lease was rejected by
A&P in bankruptcy (see Note 4 below), and we are in the
process of re-leasing that space . The table below details
information about the nine former A&P leases in our
portfolio prior to the transactions described above:

Property

Location

Square
Feet

Base Rent
Per Annum

Base Rent
Per Square Foot

Lease

Expiration Note

Pompton Lakes Town Square

Pompton Lakes, NJ

63,000

$1,244,000

$19 .80

Ferry Plaza Shopping Center
Village Shopping Center
Boonton Shopping Center
Valley Ridge Shopping Center
Harrison Shopping Center
Bloomfield Shopping Center
Shoppes at Eastchester
McLean Plaza Shopping Center

Newark, NJ
New Providence, NJ
Boonton, NJ
Wayne, NJ
Harrison, NY
Bloomfield, NJ
Eastchester, NY
Yonkers, NY

63,000
46,000
49,000
36,000
12,000
31,000
30,000
35,000
365,000

1,215,000
990,000
950,000
540,000
264,000
154,000
110,000
73,000
$5,540,000

$19 .15
$21 .75
$19 .21
$15 .00
$22 .00
$ 5 .00
$ 3 .71
$ 2 .09

* Subject to further tenant renewal options

Rejected
by A&P
Nov 2020*
Feb 2029*
Oct 2024*
Terminated
Sept 2024*
Terminated
Oct 2019
Oct 2034*

1
1
1
3
2
3
1 and 5
1

Note 1 – Lease purchased by Acme, a division of Albertson’s .
Note 2 – Lease purchased by Key Food .
Note 3 – Lease purchased by Urstadt Biddle Properties Inc . Lease subsequently terminated and re-leased to new supermarket operator at increased base

rent per square foot .

Note 4 – Rejected by A&P in the bankruptcy process; in process of re-leasing .
Note 5 – We have amended the lease to increase the base rent per square foot from $3 .71 to $10 .00 per square foot through 10/31/19 and to provide tenant

with an option to extend the lease term through 10/31/24 at a base rent of $25 .00 per square foot .

In the second quarter of fiscal 2016, we completed
the re-leasing of both the Bloomfield and Wayne A&P
spaces to new regional supermarket operators (see Note
3 above) . The new leases will generate annual base rent
of $1 .07 million as compared with $694,000 that A&P
was previously paying on those two spaces, which is an
aggregate increase of $372,000 per annum . The Bloomfield
A&P lease had twenty years of remaining term (including
tenant options) with no base rental rate increases . Both
new leases provide for the tenant to pay its proportionate
share of common area maintenance and real estate taxes as
additional rent . The Bloomfield space was delivered to the

tenant in early February 2016, and the Wayne space was
delivered to the tenant at the beginning of March 2016 . We
are still marketing the Pompton Lakes location for lease .

Impact of Inflation on Leasing
Our long-term leases contain provisions to mitigate
the adverse impact of inflation on our operating results .
Such provisions include clauses entitling us 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 our non-anchor leases
are for terms of less than ten years, which permits us to
seek increases in rents upon renewal at then current market

Urstadt Biddle ProPerties inc.

rates if rents provided in the expiring leases are below then
existing market rates . Most of our leases require tenants
to pay a share of operating expenses, including common
area maintenance, real estate taxes, insurance and utilities,
thereby reducing our exposure to increases in costs and
operating expenses resulting from inflation .

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 . For a further discussion about
the Company’s critical accounting policies, please
see Note 1 to the consolidated financial statements
of the Company included in the Annual Report .

LIQUIDITY AND CAPITAL RESOURCES

Overview
At October 31, 2016, we had cash and cash equivalents
of $7 .3 million, compared to $6 .6 million at October 31,
2015 . Our sources of liquidity and capital resources include
operating cash flow from real estate operations, proceeds
from bank borrowings and long-term mortgage debt,
capital financings and sales of real estate investments .
Substantially all of our revenues are derived from rents
paid under existing leases, which means that our operating
cash flow depends on the ability of our tenants to make
rental payments . In fiscal 2016, 2015 and 2014, net cash
flow provided by operations amounted to $60 .1 million,
$51 .1 million and $50 .9 million, respectively .
Our short-term liquidity requirements consist primarily
of normal recurring operating expenses and capital
expenditures, debt service, management and professional
fees, cash distributions to certain limited partners and
non-managing members of our consolidated joint ventures,
dividends paid to our preferred stockholders and regular
dividends paid to our Common and Class A Common
stockholders, which we expect to continue . Cash dividends
paid on Common and Class A Common stock totaled $37 .1
million in fiscal 2016, compared to $35 .4 million in fiscal
2015 and $32 .1 million in fiscal 2014 . Historically, we have
met short-term liquidity requirements, which is defined
as a rolling twelve month period, primarily by generating
net cash from the operation of our properties . We believe
that our net cash provided by operations will continue to
be sufficient to fund our short-term liquidity requirements,
including payment of dividends necessary to maintain our
federal income tax REIT status .

Our long-term liquidity requirements consist primarily
of obligations under our long-term debt, dividends paid
to our preferred stockholders, capital expenditures and
capital required for acquisitions . In addition, the limited
partners and non-managing members of our three
consolidated joint venture entities, Ironbound, McLean
and Orangeburg, have the right to require the Company
to repurchase all or a portion of their limited partner or
non-managing member interests at prices and on terms
as set forth in the governing agreements . See Note 6 to
the financial statements included in this Annual Report .
Historically, we have financed the foregoing requirements
through operating cash flow, borrowings under our
Facility, debt refinancings, new debt, equity offerings and
other capital market transactions, and/or the disposition
of under-performing assets, with a focus on keeping our
leverage low . We expect to continue doing so in the future .
We cannot assure, however, that these sources will always
be available to us when needed, or on the terms we desire .

Capital Expenditures
We invest in our existing properties and regularly make
capital expenditures in the ordinary course of business to
maintain our properties . We believe that such expenditures
enhance the competitiveness of our properties . In fiscal
2016, we paid approximately $21 .5 million for property
improvements, tenant improvements and leasing
commission costs (approximately $6 .2 million representing
property improvements and approximately $15 .3 million
related to new tenant space improvements, leasing costs
and capital improvements as a result of new tenant spaces) .
The amount of these expenditures can vary significantly
depending on tenant negotiations, market conditions and
rental rates . We expect to incur approximately $5 .3 million
predominantly for anticipated capital improvements and
leasing costs related to new tenant leases and property
improvements during fiscal 2017 . These expenditures are
expected to be funded from operating cash flows, bank
borrowings or other financing sources .

Significant Financings and Debt Transactions in Fiscal 2016
Our strategy is to maintain a conservative capital
structure with low leverage levels by commercial real
estate standards . Mortgage notes payable and other loans
of $273 .0 million consist entirely of fixed-rate mortgage
loan indebtedness with a weighted average interest rate
of 4 .5% at October 31, 2016 . These mortgages are secured
by 22 properties with a net book value of $483 million and
have fixed rates of interest ranging from 2 .78% to 6 .6% . We
may refinance our 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

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
market . Accordingly, there can be no assurance that such
re-financings can be achieved .
At October 31, 2016, we had $8 million of variable-rate
debt consisting of draws on our Facility (see below) that
was not fixed through an interest rate swap or otherwise .
See “Quantitative and Qualitative Disclosures about
Market Risk” included in this Annual Report for additional
information on our interest rate risk .
We currently maintain a ratio of total debt to total assets
below 31% and a fixed charge coverage ratio of over 2 .68
to 1, which we believe will allow us to obtain additional
secured mortgage loans or other types of borrowings,
if necessary . We own 46 properties in our consolidated
portfolio that are not encumbered by secured mortgage
debt . At October 31, 2016, we had borrowing capacity of
$91 million on our Facility . Our Facility includes financial
covenants that limit, among other things, our ability to
incur unsecured and secured indebtedness . See “Note 5
in our consolidated financial statements included in this
Annual Report” for additional information on these and
other restrictions .
In 2016, we engaged in various financing activities and
debt transactions, as follows:
• Until it was terminated on August 23, 2016, we had

an $80 million unsecured revolving credit facility with
a syndicate of four banks led by The Bank of New
York Mellon, as administrative agent . The syndicate
also included Wells Fargo Bank N .A . (syndication
agent), Bank of Montreal and Regions Bank (co-
documentation agents) . The facility gave us the option,
under certain conditions, to increase the Facility’s
borrowing capacity up $125 million, subject to lender
approval . The maturity date of the facility was
September 21, 2016 with a one-year extension at
our option .

• In August 2016, we refinanced our existing Facility

with a syndicate of three banks, increasing the capacity
to $100 million from $80 million, with the ability under
certain conditions to additionally increase the capacity
to $150 million, subject to lender approval . The
maturity date of the new Facility is August 23, 2020
with a one-year extension at our option . Borrowings
under the Facility can be used for general corporate
purposes and the issuance of up to $10 million of
letters of credit . Borrowings will bear interest at our
option of Eurodollar rate plus 1 .35% to 1 .95% or The
Bank of New York Mellon’s prime lending rate plus
0 .35% to 0 .95%, based on consolidated indebtedness,
as defined . We pay a quarterly commitment fee on the
unused commitment amount of 0 .15% to 0 .25%, based
on outstanding borrowings during the year . As of
October 31, 2016, $92 million was available to be drawn
on the 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, 2016 .

• During the fiscal years ended October 31, 2016 and
2015, we borrowed $52 million and $104 .8 million,
respectively, on our Facility to fund a portion of
the equity for property acquisitions and capital
improvements to our properties . During the fiscal
years ended October 31, 2016 and 2015, we re-paid
$66 .8 million and $97 .6 million, respectively, on
our Facility with proceeds from a combination
of non-recourse mortgage financings, secured
mortgage financings and available cash .

• In September 2016, we refinanced our $7 .2 million

mortgage secured by two Greenwich, CT properties
with the existing lender . The new mortgage has a
principal balance of $11 million, a term of ten years
and requires payments of principal and interest at the
rate of LIBOR plus 2 .0% . Concurrent with entering
into the mortgage, we also entered into an interest rate
swap contract which converts the variable interest rate
(based on LIBOR) to a fixed rate of 3 .475% per annum .
• In July 2016, we entered into a commitment to refinance
our $44 million mortgage secured by our Ridgeway
shopping center in Stamford, CT on July 17, 2017, the
first day the current Ridgeway mortgage can be repaid
without penalty . The new mortgage will be in the
amount of $50 million, have a term of ten years and
require payment of principal and interest at the rate of
LIBOR plus 1 .9% . Concurrent with entering into the
commitment, we also entered into an interest rate swap
contract which will convert the variable interest rate
(based on LIBOR) to a fixed rate of 3 .398% per annum .

• In July 2016, we placed a $22 .7 million mortgage
secured by our newly acquired Newfield Green
shopping center located in Stamford, CT . The new
mortgage has a term of fifteen years and requires
payments of principal and interest at the fixed rate
of 3 .89% per annum .

• In July 2016, we sold 2,750,000 shares of Class A
Common Stock in an underwritten follow-on
common stock offering for $23 .29 per share and
raised net proceeds of $64 .1 million . In August 2016,
the underwriters exercised their over-allotment
option and purchased an additional 412,500 shares
of Class A Common Stock that raised additional
net proceeds of $9 .6 million .

• In May 2016, we repaid a $7 .5 million mortgage
that was secured by our Bloomfield, NJ property .

Urstadt Biddle ProPerties inc.Net Cash Flows from Operating Activities

Increase from fiscal 2015 to fiscal 2016:
The increase was primarily due to an increase in
operating income at various properties in fiscal 2016 when
compared with fiscal 2015, resulting from new leasing
completed in fiscal 2015 and fiscal 2016 and $4 .8 million
in extension fees collected from the entity under contract
to purchase our White Plains property . In addition, the
increase was further aided by an increase in the collection
of tenant receivables in fiscal 2016 when compared with
fiscal 2015 .

Increase from fiscal 2014 to fiscal 2015:
The increase was due primarily to an increase in the
operating income generated by our properties in the year
ended October 31, 2015 versus fiscal 2014 offset by an
increase in receivable and other assets and other liabilities .

Fiscal 2015: (Total $237.6 million)
• Proceeds from mortgage financings in the amount of

$68 .2 million .

• Proceeds from revolving credit line borrowings in the

amount of $104 .8 million .

• Proceeds from the issuance of Series G Preferred Stock

in the amount of $4 .6 million .

• Proceeds from the issuance of Class A Common stock

in the amount of $59 .8 million .

Fiscal 2014: (Total $198.8 million)
• Proceeds from revolving credit line borrowings of

$65 .1 million .

• Proceeds from unsecured term loan borrowing of

$25 million .

• Proceeds from mortgage financings of $40 .7 million .
• Proceeds from issuance of Series G preferred stock of

$67 .8 million .

Net Cash Flows from Investing Activities

Cash used:

Decrease in cash used from fiscal 2015 to fiscal 2016:
The decrease in cash flows used in investing activities
in fiscal 2016 when compared to the prior fiscal year
was the result of the purchase of two properties totaling
$58 .6 million is fiscal 2016 versus purchasing six properties
totaling $138 .5 million in fiscal 2015, offset by the Company
receiving $42 .9 million in fiscal 2015 in proceeds from
the sale of the Meriden property . In addition, we initiated
a first mortgage loan in the amount of $13 .5 million in
fiscal 2016 .

Increase in cash used from fiscal 2014 to fiscal 2015:
The increase in cash flows used in investing activities
in fiscal 2015 when compared to the prior fiscal year was
the result of the purchase of six properties totaling $138 .5
million in fiscal 2015, versus purchasing eight properties in
fiscal 2014 totaling $81 .7 million .
We regularly make capital investments in our properties
for property improvements, tenant improvements costs
and leasing commissions .

Net Cash Flows from Financing Activities

Cash generated:

Fiscal 2016: (Total $159.5 million)
• Proceeds from issuance of Class A Common Stock in

Fiscal 2016: (Total $138.9 million)
• Dividends to shareholders in the amount of

$51 .4 million .

• Repayment of mortgage notes payable in the amount

of $21 .7 million .

• Repayment of revolving credit line borrowings in the

amount of $66 .8 million .

Fiscal 2015: (Total $250.1 million)
• Dividends to shareholders in the amount of

$50 .0 million .

• Repayment of mortgage notes payable in the amount

of $12 .9 million .

• Repayment of revolving credit line borrowings in the

amount of $97 .6 million .

• Repayment of the unsecured term loan in the amount

of $25 million .

• Redemption of preferred stock in the amount of

$61 .3 million .

• Repurchase of Class A Common stock in the amount

of $3 .4 million .

Fiscal 2014: (Total $125.0 million)
• Dividends to shareholders in the amount of

$45 .9 million .

• Repayments of mortgage notes payable in the amount

of $20 .3 million .

the amount of $73 .7 million .

• Repayments of revolving credit line borrowings in

• Proceeds from revolving credit line borrowings in the

the amount of $58 .8 million .

amount of $52 .0 million .

• Proceeds from mortgage financings in the amount of

$34 .7 million .

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

Fiscal 2016 vs. Fiscal 2015
The following information summarizes our results of operations for the years ended October 31, 2016 and 2015
(amounts in thousands):

Year Ended
October 31,

2016

2015

Change Attributable to:

Increase

(Decrease) Change

% Acquisitions/
Sales

Property Properties Held
In Both Periods
(Note 1)

Revenues
Base rents
Recoveries from tenants
Other income

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

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

$87,172
25,788
3,213

$83,885
28,703
2,252

$ 3,287
(2,915)
961

3 .9%
(10 .2)%
42 .7%

$(1,556)
(516)
(114)

18,717
18,548
23,025
9,284

12,983
242

21,267
18,224
22,435
8,576

13,475
228

(2,550)
324
590
708

(12 .0)%
1 .8%
2 .6%
8 .3%

(492)
14

(3 .7)%
6 .1%

(690)
33
403
n/a

497
n/a

$ 4,843
(2,399)
1,075

(1,860)
291
187
n/a

(989)
n/a

Note 1 – Properties held in both periods includes only properties owned for the entire periods of 2016 and 2015 including the Company’s White Plains
Property (see Executive Summary above) . All other properties are included in the property acquisition/sales column . There are no properties excluded

from the analysis .

Revenues
Base rents increased by 3 .9% to $87 .2 million in fiscal
2016, as compared with $83 .9 million in the comparable
period of 2015 . The increase in base rents and the changes
in other income statement line items were attributable to:

Property Acquisitions and Properties Sold:
In fiscal 2015, the Company purchased equity interests
in six properties totaling approximately 409,000 square feet
of GLA and sold two properties totaling approximately
320,000 square feet and in fiscal 2016, the Company
purchased two properties totaling 99,000 square feet . These
properties accounted for all of the revenue and expense
changes attributable to property acquisitions and sales in
fiscal 2016 when compared with fiscal 2015 .

Properties Held in Both Periods:

Revenues
Base rents increased by $4 .8 million in fiscal 2016 as
compared to fiscal 2015 primarily as a result of the Company
receiving $4 .8 million in extension fees from the entity in
contract to purchase our White Plains property . In fiscal
2015, the Company entered into contract to sell our White
Plains property and that closing was scheduled to occur
in April 2016 . In February, the purchaser approached
the Company and asked for an extension of the closing

to October 2016 . In exchange for granting the extension
the Company received $2 .8 million . In October, the
purchaser approached us again and asked for an additional
extension, and in exchange for granting that extension the
Company received an additional $2 million . The Company
has recorded the entire $4 .8 million in base rent on the
accompanying consolidated income statements, as the fees
collected for the extensions essentially amounted to the
purchaser renting the shopping center until the closing of
the sale, which is now scheduled for March of 2017 .
In addition, the increase was caused by an increase in
base rents billed at several of our other shopping centers
in excess of the prior year for new leasing done in the
portfolio in fiscal 2015 and 2016 offset by a reduction in
base rents at the three shopping centers which were leased
to A&P and were not assumed in the A&P bankruptcy
process (see leasing—significant events with impact on
leasing, earlier in this section) . Two of those three spaces
have been re-leased and are now paying rent .
In fiscal 2016, the Company leased or renewed
approximately 418,400 square feet (or approximately
10 .4% of total consolidated property leasable area) . At
October 31, 2016, the Company’s consolidated properties
were approximately 93 .3% . The above percentages exclude
the Company’s White Plains property which is being held
vacant for sale .

Urstadt Biddle ProPerties inc.

For the year ended October 31, 2016, recoveries from
tenants for properties owned in both periods (which
represent reimbursements from tenants for operating
expenses and property taxes) decreased by a net $2 .4
million . This decrease was primarily the result of incurring
$1 .9 million less in operating expenses for properties
owned in both periods, predominantly attributable to a
significant reduction in snow removal costs during fiscal
2016 as compared with fiscal 2015 . In addition, this decrease
was also the result of having two anchor stores formerly
occupied by A&P vacant for most of the first and second
quarters of fiscal 2016, which reduced the Company’s
recovery rate for operating costs at these properties .

Expenses
Property operating expenses for properties owned in both
fiscal year 2016 and 2015 decreased by $1 .9 million . This
decrease was primarily the result of having $1 .9 million
less in operating expenses in the portfolio, predominantly
attributable to a significant reduction in snow removal costs
during fiscal 2016 as compared with fiscal 2015 .
Real estate taxes for properties owned in both fiscal year
2016 and 2015 increased by $291,000 as a result of normal
tax assessment increases at some of our properties .

Interest expense for properties owned in both fiscal
year 2016 and 2015 decreased by $989,000 as a result of
the Company having less outstanding on its Facility in
fiscal 2016 as compared with fiscal 2015 and the Company
repaying two mortgages totaling $14 .8 million in fiscal 2015
and 2016 and the Company repaying its $25 million term
loan in August 2015 .
Depreciation and amortization expense from properties
owned in the year ended October 31, 2016 as compared to
the corresponding prior period, increased by $187,000 as a
result of an increase in capital improvements on properties
held in both periods .
General and administrative expense for the year ended
October 31, 2016, when compared with the year ended
October 31, 2015 increased by $708,000, as a result of
increased compensation expense for additional staffing
at the Company, increased bonus compensation for our
employees and an increase in restricted stock amortization
as a result of newer tranches of restricted stock grants
being valued at a higher stock price than that of expiring
tranches of restricted stock .

Fiscal 2015 vs. Fiscal 2014
The following information summarizes our results of operations for the years ended October 31, 2015 and 2014
(amounts in thousands):

Revenues
Base rents
Recoveries from tenants
Other income

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

Year Ended
October 31,

2015

2014

$83,885
28,703
2,252

$75,099
24,947
2,099

21,267
18,224
22,435
8,576

18,926
16,997
19,249
8,016

Change Attributable to:

Increase

(Decrease) Change

% Acquisitions/
Sales

Property Properties Held
In Both Periods
(Note 2)

$8,786
3,756
153

2,341
1,227
3,186
560

11 .7%
15 .1%
7 .3%

12 .4%
7 .2%
16 .6%
7 .0%

$9,010
2,888
225

1,659
1,203
2,743
n/a

3,452
n/a

$(224)
868
(72)

682
24
443
n/a

(212)
n/a

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

13,475
228

10,235
134

3,240
94

31 .7%
70 .1%

Note 2 – Properties held in both periods includes only properties owned for the entire periods of 2015 and 2014 including the Company’s White Plains
Property (see Executive Summary above) . All other properties are included in the property acquisition/sales column . There are no properties

excluded from the analysis .

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

Revenues
Base rents increased by 11 .7% to $83 .9 million in fiscal
2015 as compared with $75 .1 million in the comparable
period of 2014 . The increase in base rents and the changes
in other income statement line items were attributable to:

Property Acquisitions and Properties Sold:
In fiscal 2014 and fiscal 2015, the Company purchased
equity interests in fourteen properties totaling
approximately 906,000 square feet of GLA and sold three
properties totaling 569,000 square feet of GLA, whose
operating results are included in continuing operations .
These properties accounted for all of the revenue and
expense changes attributable to property acquisitions and
sales in the years ended October 31, 2015 and 2014 . The
Company also sold three properties in fiscal 2014 that are
included in discontinued operations . The revenue and
expense changes for these two properties are not included
in the above variance analysis .

Properties Held in Both Periods:

Revenues
Base rents decreased during the year ended October 31,
2015 by $224,000 when compared with the corresponding
prior period primarily as a result of the loss of rent caused
by the departure of two large tenants in the Company’s
White Plains property after January 31, 2015 . The
Company is in the process of selling this property and in
order to accomplish this we had to vacate the remaining
tenants from the property . The negative base rent variance
for White Plains property for the year ended October 31,
2015 when compared with fiscal 2014 was $2 .0 million .
This decrease was mostly offset by an increase in base rents
billed to tenants as our leased rate increased from the year
ended 2014 to the year ended 2015 .
In fiscal 2015, the Company leased or renewed 507,000
square feet (or approximately 12 .9% of total consolidated
property leasable area) . At October 31, 2015, the
Company’s consolidated properties were approximately
95 .8% leased (excluding the White Plains property), an
increase of 1 .00% from the end of fiscal 2014 . Overall
property occupancy increased to 95 .0% at October 31,
2015, up from 94 .2% at the end of fiscal 2014 .

For the year ended October 31, 2015, recoveries from

tenants for properties owned in both periods (which
represents reimbursements from tenants for operating
expenses and property taxes) increased by a net $868,000 .
This increase was a result of an increase in the percentage
of the portfolio that is leased, which allows the Company
to bill and collect a higher percentage of operating costs
from its tenants and an actual increase in operating costs

incurred in properties held in both periods . This operating
expense increase was predominantly the result of an
increase in snow removal costs and parking lot repairs .

Expenses
Property operating expenses for properties held in both
periods increased for the year ended October 31, 2015,
when compared with fiscal 2014, by $682,000, as a result of
an increase in expenses relating to snow removal costs and
parking lot repairs .
Real estate taxes for properties held in both periods were
relatively unchanged for the year ended October 31, 2015
when compared with fiscal 2014, as a result of normal
property tax assessment increases at a majority of the
properties held in both periods, offset by a reduction in tax
expense at the Company’s White Plains property caused
by a property tax assessment reduction .
Depreciation and amortization for properties held in
both fiscal 2015 and 2014 increased as a result of tenant
improvements being completed at several properties that
had significant leasing activity in 2014 and 2015 .
General and administrative expense increased in the year
ended October 31, 2015 when compared with fiscal 2014 by
$560,000, as a result of increased compensation expense for
additional staffing at the Company over the last quarter of
fiscal 2014 and the first three quarters of fiscal 2015 .
Interest expense for properties owned in the year
ended October 31, 2015 when compared with fiscal 2014
decreased by $212,000, as a result of normal amortization
on the Company’s fixed rate mortgages and the repayment
of a $4 .5 million mortgage in July 2015 .

Funds from Operations
We consider Funds from Operations (“FFO”) to be an
additional measure of our operating performance . We
report FFO in addition to 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 the Company’s
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

Urstadt Biddle ProPerties inc.

of our operating performance, such as gains (or losses)
from sales of property and depreciation 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 our 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, 2016 (amounts
in thousands):

Year Ended October 31,

2016

2015

2014

Net Income Applicable to Common and Class A Common Stockholders

$ 19,436

$ 34,659

$ 49,469

Real property depreciation
Amortization of tenant improvements and allowances
Amortization of deferred leasing costs
Depreciation and amortization on unconsolidated joint ventures
(Gain)/loss on sale of properties

18,866
3,517
557
1,589
(362)

18,750
3,161
449
1,414
(20,377)

15,361
3,298
520
1,255
(36,871)

Funds from Operations Applicable to Common and Class A Common Stockholders

$ 43,603

$ 38,056

$ 33,032

Net Cash Provided by (Used in):
Operating Activities

Investing Activities

Financing Activities

$ 60,062
$(80,053)
$ 20,639

$ 51,100

$(105,034)

$ (12,472)

$ 50,915

$(54,624)

$ 73,793

FFO amounted to $43 .6 million in fiscal 2016, compared to
$38 .1 million in fiscal 2015 and $33 .0 million in fiscal 2014 .
The net increase in FFO in fiscal 2016 when compared
with fiscal 2015 was predominantly attributable, among
other things, to: a) a decrease in acquisition costs of
$1 .7 million in fiscal 2016 when compared to fiscal 2015;
b) a decrease in preferred stock dividends as a result of
issuing a new series of preferred stock in fiscal 2015 with a
lower interest rate than the series it replaced; c) extension
fees received from the entity in contract to purchase our
Westchester Pavilion property that gave them the right
to delay the closing of the property to 2017 in the amount
of $4 .8 million (included in base rent); d) an increase in
operating income at several of our properties from new
leasing completed in fiscal 2015 and fiscal 2016; offset by
e) a decrease in rental income relating to tenant vacancies
at several properties, most notably three spaces formerly
occupied by A&P . See “Leasing—Significant Events with
Impacts on Leasing” in this section .
The net increase in FFO in fiscal 2015 when compared
with fiscal 2014 was predominantly attributable, among
other things, to: a) the additional net operating income
generated from properties acquired in fiscal 2014 and
fiscal 2015; b) an overall increase in net operating income

at properties owned in both fiscal 2014 and 2015, offset
by; c) an increase in acquisition costs of $1 .4 million in
fiscal 2015 when compared with fiscal 2014; and d) an
increase in interest expense of $3 .2 million as a result of the
Company’s secured mortgage borrowings increasing when
we assumed the mortgage encumbering two properties
we acquired in fiscal 2014 and when the Company placed
a new $62 .7 million combined mortgage on the four
properties it acquired in fiscal 2015 .

Off-Balance Sheet Arrangements
We have seven off-balance sheet investments in real
property through unconsolidated joint ventures:
• a 66 .67% equity interest in the Putnam Plaza Shopping

Center,

• an 11 .642% equity interest in the Midway Shopping

Center L .P .,

• a 50% equity interest in the Chestnut Ridge Shopping

Center and Plaza 59 Shopping Centers,

• a 50% equity interest in the Gateway Plaza shopping
center and the Riverhead Applebee’s Plaza, and
• a 20% economic interest in a partnership that owns a
suburban office building with ground level retail .

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

These unconsolidated joint ventures are accounted for
under the equity method of accounting, as we have
the ability to exercise significant influence over, but not
control of, the operating and financial decisions of these
investments . Our off-balance sheet arrangements are more
fully discussed in Note 7, “Investments in and Advances
to Unconsolidated Joint Ventures” in our financial
statements in this Annual Report . Although we have

not guaranteed the debt of these joint ventures, we have
agreed to customary environmental indemnifications and
nonrecourse carve-outs (e .g . guarantees against fraud,
misrepresentation and bankruptcy) on certain loans of the
joint ventures . The below table details information about
the outstanding non-recourse mortgage financings on our
unconsolidated joint ventures (amounts in thousands):

Joint Venture Description

Midway Shopping Center
Putnam Plaza Shopping Center
Gateway Plaza
Applebee’s Plaza
Applebee’s Plaza

Location

Scarsdale, NY
Carmel, NY
Riverhead, NY
Riverhead, NY
Riverhead, NY

Principal Balance

Original
Balance

$32,000
$21,000
$14,000
$ 1,300
$ 1,000

At October 31,
2016

$29,212
$19,470
$13,110
$ 1,080
$ 998

Fixed Interest
Rate Per
Annum

4 .80%
4 .17%
4 .18%
5 .98%
3 .38%

Maturity
Date

Dec 2027
Oct 2024
Feb 2024
Aug 2026
Aug 2026

Contractual Obligations
Our contractual payment obligations as of October 31, 2016 were as follows (amounts in thousands):

Mortgage notes payable and other loans
Interest on mortgage notes payable
Revolving Credit Lines
Property acquisitions
Tenant obligations*
Total Contractual Obligations

Payments Due by Period

Total

$273,016
80,775
8,000
17,100
5,300
$384,191

2017

$55,580
12,732
—
17,100
5,300
$90,712

2018

$ 5,221
9,912
—
—
—
$15,133

2019

2020

2021

Thereafter

$31,840
9,015
—
—
—
$40,855

$ 4,506
7,918
8,000
—
—
$20,424

$ 4,808
7,616
—
—
—
$12,424

$171,061
33,582
—
—
—
$204,643

*Committed tenant-related obligations based on executed leases as of October 31, 2016 .

We have various standing or renewable service contracts with vendors related to property management . In addition,
we also have 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 .

Urstadt Biddle ProPerties inc.

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,
2016 . 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 (2013) . Based on its assessment,
management determined that the Company’s internal control over financial reporting was effective as of October 31,
2016 . The Company’s independent registered public accounting firm, PKF O’Connor Davies, 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 .

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSREPORT 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, 2016,
based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (“COSO”) (2013 Framework) . 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; (3) receipts and expenditures of the company are being made only
in accordance with authorizations of management and directors of the company; and (4) 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 consolidated 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, 2016 based on criteria established in Internal Control—Integrated Framework
issued by COSO (2013 Framework) .
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, 2016 and 2015,
and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows
for each of the three years in the period ended October 31, 2016 and our report dated January 12, 2017 expressed
an unqualified opinion thereon .

New York, New York
January 12, 2017

PKF O’Connor Davies, LLP

Urstadt Biddle ProPerties inc.

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, 2016 and 2015:

Dividend
Payment Date
January 15, 2016
April 15, 2016
July 15, 2016
October 21, 2016

Common Shares

Class A Common Shares

Gross

Dividend Paid Ordinary
Income
$0 .1205
$0 .1205
$0 .1205
$0 .1205
$0 .482

Per Share
$0 .23
$0 .23
$0 .23
$0 .23
$0 .92

Capital
Gain
$0 .078
$0 .078
$0 .078
$0 .078
$0 .312

Non-
Taxable
Portion
$0 .0315
$0 .0315
$0 .0315
$0 .0315
$0 .126

Gross

Dividend Paid Ordinary
Income
$0 .13625
$0 .13625
$0 .13625
$0 .13625
$0 .545

Per Share
$0 .26
$0 .26
$0 .26
$0 .26
$1 .04

Non-
Capital Taxable
Gain Portion
$0 .08825 $0 .0355
$0 .08825 $0 .0355
$0 .08825 $0 .0355
$0 .08825 $0 .0355
$0 .142
$0 .353

Dividend
Payment Date
January 16, 2015
April 17, 2015
July 17, 2015
October 16, 2015

Common Shares

Class A Common Shares

Gross

Dividend Paid Ordinary
Income
$0 .085
$0 .085
$0 .085
$0 .085
$0 .34

Per Share
$0 .225
$0 .225
$0 .225
$0 .225
$0 .90

Capital
Gain

Non-
Taxable
Portion
$0 .11375 $0 .02625
$0 .02625
$0 .11375
$0 .02625
$0 .11375
$0 .02625
$0 .11375
$0 .105
$0 .455

Gross

Dividend Paid Ordinary
Income
$0 .09625
$0 .09625
$0 .09625
$0 .09625
$0 .385

Per Share
$0 .255
$0 .255
$0 .255
$0 .255
$1 .02

Non-
Capital Taxable
Gain Portion
$0 .03
$0 .03
$0 .03
$0 .03
$0 .12

$0 .12875
$0 .12875
$0 .12875
$0 .12875
$0 .515

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, 2016, the Company made distributions to stockholders aggregating $0 .92 per
Common share and $1 .04 per Class A Common share . On December 15, 2016, the Company’s Board of Directors approved
the payment of a quarterly dividend payable January 20, 2017 to stockholders of record on January 6, 2017 . The quarterly
dividend rates were declared in the amounts of $0 .235 per Common share and $0 .265 per Class A Common share .

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

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, 2016 and 2015
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, 2016
High
Low
$19.01
$16.63
$19.19
$17.42
$22.37
$18.25
$21.50
$17.16

$18.57
$19.51
$20.47
$21.11

$20.47
$21.46
$25.13
$24.50

Fiscal Year Ended
October 31, 2015
High
Low
$20 .00
$11 .73
$20 .09
$17 .33
$17 .92
$16 .53
$19 .95
$16 .23

$21 .56
$20 .75
$18 .68
$17 .43

$24 .22
$24 .01
$21 .03
$20 .52

Urstadt Biddle ProPerties inc.

QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK

We are exposed to interest rate risk primarily through our borrowing activities, which include fixed-rate mortgage debt
and, in limited circumstances, variable rate debt . As of October 31, 2016, we had total mortgage debt and other notes
payable of $273 million, of which 100% was fixed-rate, inclusive of variable rate mortgages that have been swapped to
fixed interest rates using interest rate swap derivatives contracts .
For our fixed-rate debt, 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 .
To reduce our exposure to interest rate risk on variable-rate debt, we use interest rate swap agreements, for example, to
convert some of our variable-rate debt to fixed-rate debt . As of October 31, 2016, we had seven open derivative financial
instruments . These interest rate swaps are cross collateralized with mortgages on properties in Rye, NY, Ossining, NY,
Yonkers, NY, and Greenwich CT . The Rye swaps expire in October 2019, the Ossining and Yonkers swaps expire in
October 2024, and the Greenwich swaps expire in September 2026, all concurrent with the maturity of the respective
mortgages . All of the aforementioned derivatives contracts are adjusted to fair market value at each reporting period .
The Company has concluded that all of the aforementioned derivatives contracts are effective cash flow hedges
as defined in ASC Topic 815 . We are required to evaluate the effectiveness at inception and at each reporting date . As
a result of the aforementioned derivatives contracts being effective cash flow hedges all changes in fair market value
are recorded directly to stockholders equity in accumulated comprehensive income and have no effect on the earnings
of the Company .
The following table sets forth the Company’s long-term debt obligations by principal cash payments and maturity
dates, weighted average fixed interest rates and estimated fair value at October 31, 2016 (amounts in thousands, except
weighted average interest rate):

Mortgage notes payable
and other loans

Weighted average interest
rate for debt maturing

For The Fiscal Year ended October 31,

2017

2018

2019

2020

2021 Thereafter

Estimated
Total Fair Value

$55,580

$5,221

$31,840

$4,506

$4,808

$171,061

$273,016

$286,694

5 .18%

n/a

6 .11%

n/a

4 .09%

4 .51%

At October 31, 2016, the Company had $8 million in outstanding variable rate debt (based on LIBOR) . If LIBOR
were to increase or decrease by 1%, the Company’s interest expense would increase or decrease by approximately
$80,000 annually .

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE

There were no changes in, or any disagreements with, the Company’s independent registered public accounting firm
on accounting principles and practices or financial disclosure during the years ended October 31, 2016 and 2015 .

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

PERFORMANCE GRAPH

The following graph compares, for the five-year period beginning October 31, 2011 and ended October 31, 2016,
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—REITs 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 .

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

10/11
100 .00
100 .00
100 .00
100 .00

10/12
114 .43
111 .78
115 .21
118 .19

10/13
107 .76
122 .35
146 .52
129 .75

10/14
126 .49
141 .00
171 .82
153 .77

10/15
125 .85
137 .73
180 .75
161 .16

10/16
131 .42
154 .62
188 .90
174 .15

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

Urstadt Biddle ProPerties inc.DIRECTORS

CHARLES J. URSTADT
Chairman
Urstadt Biddle Properties Inc.

WILLING L. BIDDLE
President and
Chief Executive Officer
Urstadt Biddle Properties Inc.

KEVIN J. BANNON
Director
Prudential Retail Mutual Funds

CATHERINE U. BIDDLE
Executive Vice President
Urstadt Property Company, Inc.

OFFICERS

CHARLES J. URSTADT
Chairman

WILLING L. BIDDLE
President and
Chief Executive Officer

JOHN T. HAYES
Senior Vice President,
Chief Financial Officer
and Treasurer

STEPHAN A. RAPAGLIA
Senior Vice President,
Chief Operating Officer,
Real Estate Counsel and
Assistant Secretary

MIYUN SUNG
Senior Vice President,
Chief Corporate Counsel
and Secretary

JAMES M. ARIES
Senior Vice President
Acquisitions

LINDA LACEY
Senior Vice President
Leasing

BRYAN O. COLLEY
Principle of entities that own
and operate multiple McDonalds
restaurants

RICHARD GRELLIER
Managing Director
Deutsche Bank Securities Inc.

CHARLES D. URSTADT
President and Director
Urstadt Property Company, Inc.

NOBLE O. CARPENTER
President, Investor Services and
Capital Markets, Americas
Cushman & Wakefield

GEORGE H.C. LAWRENCE
Chairman and
Chief Executive Officer
Lawrence Properties, Inc.

ROBERT J. MUELLER
Retired Senior Executive
Vice President
The Bank of New York

ANDREW ALBRECHT
Vice President
Management and Construction

STEVE DUDZIEC
Assistant Vice President
Leasing

JOSEPH ALLEGRETTI
Vice President
Leasing

NICHOLAS CAPUANO
Vice President and
Real Estate Counsel

ZACH FOX
Vice President
Acquisitions

DIANE MIDOLLO
Vice President and Controller

JACKIE PERLA
Vice President
Leasing

HEIDI BRAMANTE
Assistant Vice President and
Assistant Controller

SUZANNE CRISCITELLI
Assistant Vice President and
Senior Leasing Transaction Manager

ELLEN HANRAHAN
Assistant Vice President and
Assistant Secretary

JANINE IAROSSI
Assistant Vice President
Insurance and
Benefit Administrator

SUZANNE MOORE
Assistant Vice President
Billing Manager and Accounts
Receivable Coordinator

MARY MURRAY
Assistant Vice President and
Director of Operations

ROBERT WEEKS
Assistant Vice President
Management

FINANCIAL STATEMENTSCORPORATE INFORMATION

Securities Traded

Investor Relations

New York Stock Exchange
Symbols: UBA, UBP, UBPPRF and UBPPRG
Stockholders of Record as of
December 31, 2016:
Common Stock: 653 and
Class A Common Stock: 656

Investors desiring information about
the Company can contact our Investor
Relations Department, telephone
(203) 863-8225. Investors are also
encouraged to visit our website at:
www.ubproperties.com

Independent Registered Public
Accounting Firm

PKF 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

Memberships

National Association of Real Estate
Investment Trusts, Inc. (NAREIT);
International Council of Shopping
Centers (ICSC)

Annual Meeting

The annual meeting of stockholders
will be held at 2:00 P.M. on March 22,
2017 at Six Landmark Square, 9th Floor,
Stamford, CT 06901.

Form 10-K

A copy of the Company’s 2016 Annual
Report on Form 10-K filed with the
Securities and Exchange Commission,
without exhibits, 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 30170, College
Station, TX 77842-3170 or by calling
toll-free at 1-866-203-6250. 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 Miyun Sung, Secretary, telephone
(203) 863-8200.

We have always believed—
We are the RIGHT Company.
In the RIGHT Business.
In the RIGHT Place.
At the RIGHT Time.

321 RailRoad avenue
GReenwich 06830

From left to right: Ridgeway Shopping Center, Stamford, CT; Goodwives Shopping Center, Darien, CT; and Arcadian Shopping Center, Ossining, NY