INVESTOR PRESENTATION First Quarter 2016 Update Disclaimer This - - PowerPoint PPT Presentation

INVESTOR PRESENTATION

First Quarter 2016 Update

Disclaimer

2

This presentation contains “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act). Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of future events. Forward-looking statements depend on assumptions, data

• r methods which may be incorrect or imprecise and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they

will happen at all). You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “should,” “intends,” “plans,” “estimates,” “continues” or “anticipates” and variations of such words or similar expressions or the negative of such words. You can also identify forward-looking statements by discussions of strategies, plans

• r intentions. Risks, uncertainties and changes in the following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the

forward-looking statements:

• economic, business and financial conditions, and changes in our industry and changes in the real estate markets in particular;
• economic and other developments in the state of Texas, where we have a high concentration of properties;
• ur business strategy;
• ur projected operating results;
• rental rates and/or vacancy rates;
• frequency and magnitude of defaults on, early terminations of or non-renewal of leases by tenants;
• bankruptcy or insolvency of a major tenant or a significant number of smaller tenants, including The Sports Authority, Inc. (Sports Authority), which filed for bankruptcy during the three

months ended March 31, 2016;

• interest rates or operating costs;
• real estate and zoning laws and changes in real property tax rates;
• real estate valuations, potentially resulting in impairment charges;
• ur leverage;
• ur ability to generate sufficient cash flows to service our outstanding indebtedness;
• ur ability to obtain necessary outside financing;
• the availability, terms and deployment of capital;
• general volatility of the capital and credit markets and the market price of our Class A common stock;
• risks generally associated with real estate acquisitions, dispositions and redevelopment, including the impact of construction delays and cost overruns;
• ur ability to effectively manage growth;
• composition of members of our senior management team;
• ur ability to attract and retain qualified personnel;
• ur ability to make distributions to our shareholders;
• ur ability to continue to qualify as a real estate investment trust (REIT);
• governmental regulations, tax laws and rates and similar matters;
• ur compliance with laws, rules and regulations;
• environmental uncertainties and exposure to natural disasters;
• insurance coverage;
• the likelihood or actual occurrence of terrorist attacks in the U.S.; and
• ther risk factors, including those detailed in the section titled “Risk Factors” of our most recent Form 10-K and Form 10-Q filed with the SEC.

You should not place undue reliance on any forward-looking statements, which are based only on information currently available to us (or to third parties making the forward-looking statements). We undertake no obligation to publicly release any revisions to such forward-looking statements to reflect events or circumstances after the date of this presentation, except as required by applicable law. All information is presented on a consolidated basis and is as of March 31, 2016, unless otherwise noted. All demographic information is sourced from The Nielsen Company, unless otherwise noted.

Retail Properties of America, Inc. is a REIT and is one

• f the largest owners and operators of high quality,

strategically located shopping centers in the United

• States. As of March 31, 2016, the Company owned 192

retail operating properties representing 28.3 million square feet.

About RPAI

3

Zurich Towers, 2.3% Single-User Retail, 4.8% Multi-Tenant Retail, 92.9%

NYSE Ticker RPAI Total capitalization1 $6.2 billion Total retail operating portfolio 192 properties, 28.3 million square feet Retail occupancy 93.8% Retail leased rate 94.6% Retail Annualized Base Rent (“ABR”) PSF $16.64 Net Debt / Adjusted EBITDA 5.7x S&P / Moody’s ratings BBB- / Baa3 Annualized dividend yield1 4.2%

Company snapshot Portfolio composition

• Nationally diversified multi-tenant retail portfolio with

152 shopping centers representing 92.9% of the Company’s ABR – 84 neighborhood and community centers – 54 power centers – 14 lifestyle centers and mixed-use properties

• Portfolio also includes:

– 40 single-user retail assets representing 4.8%

• f the Company’s ABR

– Zurich Towers representing 2.3% of the Company’s ABR

RPAI at a Glance

4

2016 Results and Guidance

5 1Q 2016 results 2016 guidance

Operating FFO/Share $0.28 $1.03 - $1.07 Same Store NOI Growth 3.1% 2.5% - 3.5% General & Administrative Expense $11.4 million $45 - $47 million Disposition Activity1 $261.9 million $600 - $700 million Acquisition Activity2 $215.7 million $375 - $475 million Blended Comparable Re- leasing Spreads3 8.0% N/A Leasing Volume 140 leases representing 789,000 square feet N/A

Note: Represents guidance previously provided in our earnings release or earnings call. We have not updated or reaffirmed that guidance and are not doing so by restating it herein

these assets. Including these leases, blended comparable re-leasing spreads were 6.7%

• Large, high quality multi-tenant retail

portfolio with significant concentration in the top 50 national MSAs

• Experienced management team and world

class operating and financial platform

• Strong track record of operational and

transactional execution

• Capital structure positioned for compelling

internal and external growth initiatives in the form of remerchandising, redevelopment and acquisition opportunities

• Strong balance sheet and significant

financial flexibility

• Investment grade credit ratings from S&P

and Moody’s

• Positive industry fundamentals with

historically low supply growth

Investment Highlights

6

Portfolio Quality and Implied Cap Rate

7

Retail ABR per occupied square foot vs. implied cap rate1

4.00% 4.50% 5.00% 5.50% 6.00% 6.50% 7.00% $0 $5 $10 $15 $20 $25 $30 FRT REG EQY RPAI WRI DDR KIM BRX Portfolio Retail peers Target market portfolio Implied cap rate

$115,000 $103,000 $98,000 $96,000 $89,000 $84,000 $78,000 $78,000

$- $25,000 $50,000 $75,000 $100,000 $125,000

FRT REG RPAI EQY KIM WRI BRX DDR

Retail - three mile avg. HH income1

Portfolio Target Market Portfolio

$88,000

Portfolio Target Market Portfolio

195,000 153,000 150,000 111,000 110,000 106,000 82,000 77,000

• 50,000

100,000 150,000 200,000 250,000

EQY FRT RPAI KIM WRI REG DDR BRX

Retail – three mile population1

118,000

Peer Comparison

8

Retail ABR per occupied square foot1

represent its multi-tenant retail operating portfolio as of March 31, 2016

Note: Peer annual contractual rent increases are sourced from Green Street Advisors RPAI multi-tenant retail portfolio is as of December 31, 2015, excluding The Gateway, which the Company sold during the first quarter of 2016

Annual contractual rent increases

1.25% 1.30% 0.60% 0.80% 1.00% 1.20% 1.40% 1.60% 1.80%

FRT REG EQY DDR KIM WRI BRX

Multi-tenant Retail Portfolio

2013-1Q 2016

Third-party Acquisitions

2015-1Q 2016

Signed Leases2

RPAI

$18.43 $26.23 $19.43 $19.41 $17.23 $14.86 $14.67 $12.85 $16.64

$0 $5 $10 $15 $20 $25 $30 FRT REG EQY RPAI WRI DDR KIM BRX Portfolio Target Market Portfolio

MULTI-TENANT RETAIL PORTFOLIO

Over 60% located in our Target Markets Over 70% located in Top 30 MSAs Nearly 80% located in Top 50 MSAs

% of ABR More than 5% of ABR 2–5% of ABR Less than 2% ABR

Significant presence in top MSAs

National platform

Well-balanced asset mix (% of ABR)

36% 25%

Neighborhood & Community Centers Power Centers Lifestyle Centers & Mixed-Use Properties

39%

MSA % of ABR Dallas 18.9% Washington D.C./Baltimore 12.7% New York 8.0% Chicago 4.7% Atlanta 4.5%

Multi-Tenant Retail Portfolio

10 Top 5 RPAI Markets

TARGET MARKETS

SEATTLE DALLAS HOUSTON

AUSTIN

SAN ANTONIO ATLANTA NEW YORK D.C./BALTIMORE CHICAGO PHOENIX

Strong Demographics

11

Household Income Estimated Population Growth Population

Power Centers $82,000

(5-mile radius)

153,000

(5-mile radius)

5.2%

(5-mile radius)

Neighborhood & Community Centers $85,000

(3-mile radius)

108,000

(3-mile radius)

5.3%

(3-mile radius)

Household Income Estimated Population Growth Population

2013-2016 Acquisitions1 $101,000

(5-mile radius)

535,000

(5-mile radius)

5.4%

(5-mile radius)

Household Income Estimated Population Growth Population

Lifestyle Centers & Mixed-Use $103,000

(5-mile radius)

410,000

(5-mile radius)

5.1%

(5-mile radius)

Household Income Estimated Population Growth Population

Portfolio shift (% of multi-tenant retail ABR)

Multi-Tenant Retail Portfolio Composition

12

Lifestyle/Mixed-use1

Reisterstown Road Plaza and Towson Circle

ABR per square foot

$28.22

Small shop sales per square foot

$530

Occupancy cost

8%

36% 25% 39%

Lifestyle Centers & Mixed-Use Properties

1Q 2016 25% 16% 1Q 2013

Power Centers

1Q 2013 45% 36% 1Q 2016

75 80 85 85 10 20 30 40 50 60 70 80 90 100

2012 2013 2014 2015

4.5% 4.6% 5.3% 8.7% 8.0% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% 2012 2013 2014 2015 1Q 2016

89.9% 93.4% 94.2% 94.1% 93.8% 92.4% 94.4% 95.4% 94.9% 94.6% 88.0% 89.0% 90.0% 91.0% 92.0% 93.0% 94.0% 95.0% 96.0% 97.0% 2012 2013 2014 2015 1Q 2016 Consolidated Occupancy Consolidated Leased Rate

Operational Metrics

13

Retail occupancy ABR PSF Blended comparable re-leasing spreads Contractual rent increases (basis points)2

17% increase

$14.34 $14.88 $15.41 $16.27 $16.64 $15.71 $16.74 $17.47 $18.13 $18.43 $12.00 $13.00 $14.00 $15.00 $16.00 $17.00 $18.00 $19.00 $20.00 2012 2013 2014 2015 1Q 2016 Consolidated Retail ABR PSF Target Market ABR PSF

1

Stable Cash Flow Base

14

Note: Represents retail operating portfolio as of March 31, 2016 and excludes month-to-month leases, which comprise 0.4% of retail GLA and 0.5% of retail ABR

• Well-staggered lease expiration schedule with an average of 12.2% of retail ABR, or 11.0% of

retail GLA, expiring over each of the next five years

• During the quarter, generated positive comparable retail cash leasing spreads of +1.8% on new

leases and +7.3% on renewal leases for a blended spread of +6.7%

• Excluding the impact from eight Rite Aid leases within the Company’s single-user

portfolio that were extended to effectuate the planned 2016 disposition of these assets, comparable cash renewal leasing spreads are 8.9% Manageable retail lease expiration profile

2.9% 9.5% 10.7% 14.2% 11.5% 44.6% 3.6% 9.9% 12.7% 16.4% 11.6% 45.3% 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% 2016 2017 2018 2019 2020 Thereafter % of Retail GLA % of Retail ABR

Top retail tenants

Tenant % of Retail ABR % of Retail Occupied GLA Moody's / S&P Credit Rating Best Buy Co., Inc. 3.0% 3.3% Baa1/BB+ Ahold U.S.A. Inc. 3.0% 2.5% NR/NR The TJX Companies, Inc. 2.5% 4.3% A2/A+ Ross Stores, Inc. 2.4% 3.6% A3/A- Bed Bath & Beyond Inc. 2.1% 2.5% Baa1/BBB+ Rite Aid Corporation 2.1% 1.5% B2/B PetSmart, Inc. 1.9% 2.2% NR/B+ The Home Depot, Inc. 1.6% 3.2% A2/A AB Acquisition LLC 1.6% 2.0% NR/NR Regal Entertainment Group 1.6% 0.8% B1/B+

• Since initial listing in early 2012, we have reduced our

exposure to the office supply sector by 40% and Sports Authority by over 40%

• No retail tenant represents more than 3.0% of retail ABR
• r 4.3% of retail occupied GLA

Note: Represents retail operating portfolio as of March 31, 2016

Tenant Profile & Anchor Strength

15

• Over 40% of our multi-tenant retail properties are

anchored or shadow-anchored by a traditional grocery tenant, with grocer sales of approximately $530 per square foot

• Since 2014, we have added high sales productivity

grocers including Trader Joe’s, Fresh Thyme Farmers Market, PCC Natural Markets and Harris Teeter

Compelling grocer portfolio

Internet Resistant Retailers

16

92%

Internet Resistant and Multichannel

8% Internet Risk

Internet Resistant & Multichannel % of ABR

Grocer/Specialty 15% Restaurants 14% Apparel/Accessories 10% Department/Discount 10% Home Improvement/Housewares 10% Service 9% Sporting Goods/Hobby 7% Movie Theatres 4% Drug Stores 3% Other 3% Financial Services 3% Health Club 2% Medical 2% Total 92%

Internet Risk

Electronics 4% Office Supplies 2% Book Stores 2% Total 8%

Omni channel retailing

• 95% of all retail sales involve brick and mortar store
• 67% of consumers who purchase online use the store before or after

the transaction

• 70% of online consumers live within a physical store’s trade area
• 23% of consumers purchase more items when picking up an online
• rder from stores

Source: AT Kearney – “On Solid Ground: Brick-and-Mortar Is the Foundation of Omni-Channel Retailing”

LONG-TERM VISION

• Drive contractual rent increases through leasing and investment transactions

– New leases signed since the beginning of 2015 contain annual rent increases of approximately 130 basis points1 – Assets that we have acquired since the beginning of 2013 contain annual rent increases of approximately 125 basis points2

• Capture small shop occupancy gains

– Expect to stabilize at approximately 91%, up from 87% today, representing an incremental increase of approximately $8.4 million in ABR3

• Strategically remerchandise underperforming tenants and/or categories

– Since initial listing in early 2012, we have reduced our exposure to the office supply sector by 40% and Sports Authority by over 40%

• Execute on near and mid-term redevelopment and pad development
• pportunities in our target markets

– Washington, D.C./Baltimore corridor: Reisterstown Road Plaza, Towson Circle, Merrifield Town Center II and Boulevard at the Capital Centre – Dallas MSA: Parkway Towne Crossing – Seattle MSA: Heritage Square

Organic Growth Objectives

18

Portfolio Refinement Strategy

19

• Continue to migrate up the quality spectrum on the disposition list

as we continue with our repositioning plan

• Sell multi-tenant retail assets in non-target markets, single tenant

retail assets and our last remaining office asset

• Leverage our deep capital relationships to explore efficient and

economic ways to accelerate our repositioning efforts

Disposition Strategy

• Acquire multi-tenant retail properties in
• ur target markets with strong, long-

term embedded growth and an

• pportunity to increase rental rates, as

well as redevelopment/densification

• pportunities
• Remain agnostic to the type of retail

configuration

• Source off-market transactions through
• ur scale and local presence in our

target markets

• At our scale, we are large enough to

be relevant to our retailer partners and capital markets

• Maximizing same store NOI

performance lies in optimizing our local and regional operating platforms

• Dallas represents the strategy

realized

Rationale Acquisition Strategy

To become a preeminent

• wner of multi-tenant

Class A retail centers in 10-15 target markets,

• wning 3-5 million square

feet in each market

Note: Represents multi-tenant retail portfolio as of March 31, 2016

Target Market Profile

20

Target Market Criteria

• Well-diversified local economy
• Strong demographic profile
• Significant long-term population

growth or above-average existing density

• Low relative cost-of-living
• Highly-educated employment base
• Strong barriers to entry, whether

topographical, regulatory or density driven

• Fiscal and regulatory environment

conducive to business activity and growth

• Ability to create critical mass and

realize operational efficiencies

RPAI has identified 10 target markets to date

Property Name Purchase Price ABR PSF MSA Shoppes at Hagerstown $27.1 million $18.98 Hagerstown Merrifield Town Center II 45.7 million 13.201 Washington, D.C. Oak Brook Promenade 66.0 million 28.59 Chicago The Shoppes at Union Hill2 63.1 million 35.61 New York 2016 Total3 $201.9 million $24.90

2016 Acquisitions

21

D.C./Baltimore MSA1 + 76,000 SF Chicago MSA + 183,000 SF New York MSA + 92,000 SF

The Shoppes at Union Hill – New York MSA Oak Brook Promenade – Chicago MSA

• f the ABR is comprised of lifestyle

centers with a weighted average ABR per square foot of and inline sales of $450 per square foot

Non-Target Market Profile

22

Compelling operating metrics

• f the ABR is in top 50 MSAs such

as Los Angeles, Philadelphia and Miami with a weighted average ABR per square foot of per square foot in grocer sales

$580 approx.

$19.60

10%

Well-stabilized assets with leased rate of 94.7%

~1.5

per MSA; we can quickly reduce

• ur footprint through dispositions

assets

average

Eastwood Towne Center Lansing, MI Inline Sales PSF $455 Fullerton Metrocenter Fullerton, CA ABR PSF $23.46

40%

$15.15

Generated over same store NOI growth, year over year in 2015

3%

• Since 2013, turned over 22% of our portfolio1, using that capital to enhance the strength of our

portfolio and the quality of our long-term cash flow stream

Portfolio Refinement Progress To Date

23

Dispositions2 Acquisitions2 % Difference

# of Properties 62 26

• GLA

8.2 msf 4.0 msf

• ABR/SF

$12.53 $22.39

79%

Population (3-Mile) 74,000 274,000

270%

• Avg. HH Income (3-Mile)

$71,000 $99,000

39%

Population (5-Mile) 167,000 549,000

229%

• Avg. HH Income (5-Mile)

$71,000 $100,000

41%

% of ABR from Target Markets

Portfolio Transformation

24 Multi-tenant retail demographics Multi-tenant retail target market concentration

1Q 2016 63%

Population 3 Mile

Multi-tenant retail ABR per square foot

$14.15 $16.43 $18.43

$13.50 $14.50 $15.50 $16.50 $17.50 $18.50 $19.50

1Q 2013 1Q 2016 1Q 2016 1Q 2013 1Q 2016 Change

New York

0.4 msf 1.4 msf +1.0 msf

Washington, D.C. / Baltimore

2.4 msf 3.2 msf +0.8 msf

Seattle

1.0 msf 1.2 msf +0.2 msf

Austin

0.2 msf 0.4 msf +0.2 msf

Remaining Target Markets

8.2 msf 9.1 msf +0.9 msf

Expansion of target market footprint

% of ABR from Top 50 MSAs

1Q 2016 78% 68% 1Q 2013 43% 1Q 2013

• Avg. HH Income 3 Mile

Strategy Announcement Target Markets

2013 1Q 2016 Target Markets1

77K 118K 150K

2013 1Q 2016 Target Markets1

$79K $88K $98K

REDEVELOPMENT OPPORTUNITIES

Redevelopment Opportunities

26

REISTERSTOWN ROAD PLAZA (Baltimore MSA)

• Renovation of existing property through

de-mall and reconfiguration resulting in reduction of 61,200 gross square feet multi-tenant retail, partially offset by 8,700 square feet of multi-tenant retail pad addition1

• Total estimated net costs of $11.0 million -

$12.0 million are projected to generate a 9.5% - 11.5% return on costs2

• Expected to stabilize3 in Q4 2017

TOWSON CIRCLE (Baltimore MSA)

Mixed-use redevelopment and monetization

• f air rights

MERRIFIELD TOWN CENTER II (Washington, D.C. MSA)

Mixed-use redevelopment and monetization of air rights

BOULEVARD AT THE CAPITAL CENTRE (Washington, D.C. MSA)

Dimensions Healthcare/University of Maryland Regional Medical Center phased redevelopment

TYSONS CORNER (Washington, D.C. MSA)

Redevelopment with increased density

2016 2017 2018 2019 2021

the difference between NOI expected to be generated by the stabilized project and the NOI generated prior to the commencement of active redevelopment, development or expansion of the space. ROC does not include peripheral impacts, such as the impact on future lease rollover at the property or the impact on the long-term value of the property

We cannot guarantee that ROC will be generated at the percentage listed or at all, total net costs associated with these projects will be equal to the total estimated net costs, project completion will occur when anticipated or that we will ultimately complete any or all of these projects. The ROC and total estimated net costs reflect management’s best estimate based upon current information, may change over time and are subject to certain conditions which are beyond our control, including, without limitation, general economic conditions, market conditions and other business factors

Pad Opportunities

27

Heritage Square (Seattle MSA)

• 4,200 square feet redevelopment of
• utparcel for Corner Bakery
• Total estimated net costs of $1.5 million

are projected to generate a 10.5% - 11.5% return on costs1

• Expected to be completed in Q3 2016

Parkway Towne Crossing (Dallas MSA)

• 21,000 square feet multi-tenant retail
• Total estimated net costs of $3.5 million

are projected to generate a 9.0% - 10.0% return on costs1

• Expected to be completed in Q3 2016

the difference between NOI expected to be generated by the stabilized project and the NOI generated prior to the commencement of active redevelopment, development or expansion of the space. ROC does not include peripheral impacts, such as the impact on future lease rollover at the property or the impact on the long-term value of the property We cannot guarantee that ROC will be generated at the percentage listed or at all, total net costs associated with these projects will be equal to the total estimated net costs, project completion will occur when anticipated or that we will ultimately complete any or all of these projects. The ROC and total estimated net costs reflect management’s best estimate based upon current information, may change over time and are subject to certain conditions which are beyond our control, including, without limitation, general economic conditions, market conditions and other business factors

CREDIT PROFILE & BALANCE SHEET OVERVIEW

Fixed Charge Coverage2 (Long-Term Target => 3.00x) Net Debt / Adjusted EBITDA1 (Long-Term Target = ~6.0x) Secured Debt / Total Assets4 (Long-Term Target = ~15%) Leverage Ratio2 (Long-Term Target = ~40%)

performance, financial position or cash flow

• Investment grade credit ratings from Standard & Poor’s and Moody’s underscore the balance sheet transformation that has
• ccurred over the last three years, positioning the Company for future growth

Significant Improvement in Credit Metrics

29

3 3 3

27% 10% 2% 61% Fixed Rate Debt Floating Rate Debt Preferred Stock Common Stock

The Company has significant balance sheet capacity to fund all debt maturities through the end

• f 2019 without accessing any additional forms of capital

Unencumbered NOI ratio2 Balance sheet capacity

$0 $200 $400 $600 $800 $1,000 $1,200 $1,400 Funding Sources Funding Uses ($ in millions)

$1.3 billion

Balance sheet composition

Revolver Capacity $470 2016 Remaining Asset Sales $5224 Opportunistic Capital 2016 Maturities

2017 Maturities $227

Capital Structure Positioned for Growth

2016 Remaining Asset Acquisitions $2865 Cash Balance

30

$101 $45 2018 Maturities $211

29.5% 42.2% 43.6% 57.6% 58.2% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% Q4'12 Q4'13 Q4'14 Q4'15 Q1'16

Unsecured Debt Capital Issuance $2503 2019 Maturities $443

$131

Note: Represents borrowed debt

Debt Maturities

31

• Well-staggered maturity schedule presents opportunity to be an annual issuer in the public bond

markets

$- $50 $100 $150 $200 $250 $300 $350 $400 $450 $500 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Thereafter Fixed Rate Mortgages Term Loan Revolving Line of Credit Unsecured Notes Amortization

18% Debt Yield 16% Debt Yield 23% Debt Yield

Our Leadership

32

STEVE GRIMES

President & CEO

SHANE GARRISON

COO & CIO

HEATH FEAR

CFO & Treasurer

Steve Grimes is the President and Chief Executive Officer

• f

RPAI. He joined the Company in November 2007 and became President and CEO in October 2009. In 2011 he was also elected to RPAI’s Board

• f

Directors. Mr. Grimes has led RPAI’s transformation into a leading independent

• wner of multi-tenant retail shopping centers,

highlighted by the Company’s successful initial listing on the New York Stock Exchange in April

• 2012. Since the Company’s IPO, Mr. Grimes

continues to take a proactive approach to the active asset management of the portfolio and the enhancement of the Company’s financial position, championing the Company’s strategic plan to focus on its target markets, owning approximately 3 to 5 million square feet per market, as well as enhancing the Company’s financial profile and brand. Shane Garrison has served as RPAI’s Executive Vice President, Chief Investment Officer and Chief Operating Officer since January 2012. In this role,

• Mr. Garrison is responsible for several operating

functions within the Company, including leasing, property management and asset management, as well as investments, development, joint ventures, information technology and operations. Mr. Garrison has overseen more than 15 million square feet of leasing transactions which has resulted in

• ccupancy gains of 490 basis points since the

Company’s IPO in April 2012. He has also spearheaded the Company’s capital recycling program and repositioning, completing over $3.1 billion in transactions through first quarter 2016. Additionally, Mr. Garrison has served as an Executive Committee member of our joint venture entity MS Inland Fund, LLC and as an Advisory Board member of our joint venture entities RC Inland L.P. and RC Inland REIT LP. Heath Fear was appointed as the Company’s executive vice president, chief financial officer and treasurer in August 2015. Mr. Fear is responsible for the oversight of all of the Company’s financial activities, including capital markets, accounting, investor relations, internal audit, internal reporting and treasury. Since joining RPAI, Mr. Fear has overseen several

initiatives that have served to further strengthen and enhance the flexibility of the Company’s balance sheet, including the upsizing and extension of the Company’s unsecured credit facility and the establishment of a $250M ATM program and a $250M share repurchase program.

APPENDIX

Definitions and Non-GAAP Reconciliations

Gross Leasable Area (GLA) Gross Leasable Area (GLA) is defined as the aggregate number of square feet available for lease. GLA excludes square footage attributable to third-party managed storage units,

• f which we owned 62,000 square feet as of March 31, 2016.

Occupancy Occupancy is defined, for a property or group of properties, as the ratio, expressed as a percentage, of (a) the number of square feet of such property economically occupied by tenants under leases with an initial term of greater than one year, to (b) the aggregate number of square feet for such property. Percent Leased Including Signed Percent Leased Including Signed is defined, for a property or group of properties, as the ratio, expressed as a percentage, of (a) the sum of occupied square feet (pursuant to the definition above) of such property and vacant square feet for which a lease with an initial term of greater than one year has been signed, but rent has not yet commenced, to (b) the aggregate number of square feet for such property. Funds From Operations (FFO) Attributable to Common Shareholders As defined by the National Association of Real Estate Investment Trusts (NAREIT), an industry trade group, Funds From Operations (FFO) means net income (loss) computed in accordance with generally accepted accounting principles (GAAP), excluding gains (or losses) from sales of depreciable real estate, plus depreciation and amortization and impairment charges on depreciable real estate, including amounts from continuing and discontinued operations, as well as adjustments for unconsolidated joint ventures in which we hold an interest. We have adopted the NAREIT definition in our computation of FFO attributable to common shareholders. Management believes that, subject to the following limitations, FFO attributable to common shareholders provides a basis for comparing our performance and operations to those of other real estate investment trusts (REITs). We believe that FFO attributable to common shareholders, which is a non-GAAP performance measure, provides an additional and useful means to assess the operating performance

• f REITs. FFO attributable to common shareholders does not represent an alternative to "Net income" or "Net income attributable to common shareholders" as an indicator of our

performance or "Cash Flows from Operating Activities" as determined by GAAP as a measure of our capacity to fund cash needs, including the payment of dividends. Operating FFO Attributable to Common Shareholders Operating FFO attributable to common shareholders is defined as FFO attributable to common shareholders excluding the impact of discrete non-operating transactions and other events which we do not consider representative of the comparable operating results of our core business platform, our real estate operating portfolio. Specific examples of discrete non-operating transactions and other events include, but are not limited to, the financial statement impact of gains or losses associated with the early extinguishment of debt or

• ther liabilities, impairment charges to write down the carrying value of assets other than depreciable real estate, actual or anticipated settlement of litigation involving the Company

and executive and realignment separation charges, which are otherwise excluded from our calculation of FFO attributable to common shareholders. We believe that Operating FFO attributable to common shareholders, which is a non-GAAP performance measure, provides an additional and useful means to assess the operating performance of REITs. Operating FFO attributable to common shareholders does not represent an alternative to "Net income" or "Net income attributable to common shareholders" as an indicator of our performance or "Cash Flows from Operating Activities" as determined by GAAP as a measure of our capacity to fund cash needs, including the payment of dividends. Further, comparison of our presentation of Operating FFO attributable to common shareholders to similarly titled measures for other REITs may not necessarily be meaningful due to possible differences in definition and application by such REITs.

Non-GAAP Financial Measures & Other Definitions

34

Net Operating Income (NOI) We define Net Operating Income (NOI) as operating revenues (rental income, tenant recovery income and other property income, excluding straight-line rental income, amortization

• f lease inducements, amortization of acquired above and below market lease intangibles and lease termination fee income) less property operating expenses (real estate tax

expense and property operating expense, excluding straight-line ground rent expense, amortization of acquired ground lease intangibles and straight-line bad debt expense). We believe that NOI is a useful measure of our operating performance. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that NOI provides an operating perspective not immediately apparent from GAAP operating income or net income attributable to common

• shareholders. We use NOI to evaluate our performance on a property-by-property basis because this measure allows management to evaluate the impact that factors such as lease

structure, lease rates and tenant base, which vary by property, have on our operating results. However, this measure should only be used as an alternative measure of our financial performance. Same Store NOI and NOI from Other Investment Properties Same Store NOI for the three months ended March 31, 2016 represents NOI from our same store portfolio consisting of 178 retail operating properties acquired or placed in service and stabilized prior to January 1, 2015. NOI from Other Investment Properties for the three months ended March 31, 2016 represents NOI primarily from properties acquired during 2015 and 2016, our development property, our one remaining office property, three properties where we have begun activities in anticipation of future redevelopment, the properties that were sold or held for sale in 2015 and 2016 and the net income from our wholly-owned captive insurance company, which was formed on December 1, 2014. We believe that Same Store NOI and NOI from Other Investment Properties are useful measures of our operating performance. Other REITs may use different methodologies for calculating these metrics, and accordingly, our NOI metrics may not be comparable to other REITs. We believe that these metrics provide an operating perspective not immediately apparent from "Operating income" or "Net income attributable to common shareholders" as defined within GAAP. We use these metrics to evaluate our performance on a property- by-property basis because these measures allow management to evaluate the impact that factors such as lease structure, lease rates and tenant base have on our operating results. However, these measures should only be used as alternative measures of our financial performance. Adjusted EBITDA Adjusted EBITDA represents net income attributable to common shareholders before interest, income taxes, depreciation and amortization, as further adjusted to eliminate the impact of certain items that we do not consider indicative of our ongoing performance. We believe that Adjusted EBITDA is useful because it allows investors and management to evaluate and compare our performance from period to period in a meaningful and consistent manner in addition to standard financial measurements under GAAP. Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered as an alternative to "Net income attributable to common shareholders" as an indicator of

• perating performance or any measure of performance derived in accordance with GAAP. Our calculation of Adjusted EBITDA may be different from the calculation used by other

companies and, accordingly, comparability may be limited. Net Debt to Adjusted EBITDA Net Debt to Adjusted EBITDA represents (i) our total borrowed debt, excluding unamortized premium, discount and capitalized loan fees, less cash and cash equivalents divided by (ii) Adjusted EBITDA for the prior three months, annualized. We believe that this ratio is useful because it provides investors with information regarding our total borrowed debt net of cash and cash equivalents, which could be used to repay borrowed debt, compared to our performance as measured using Adjusted EBITDA.

Non-GAAP Financial Measures & Other Definitions

(continued)

35

Reconciliation of Net Income Attributable to Common Shareholders to NOI

36

2016 2015 Operating revenues Same store investment properties (178 retail operating properties): Rental income 98,278 $ 96,384 $ Tenant recovery income 26,166 26,671 Other property income 898 1,002 Other investment properties: Rental income 15,609 22,130 Tenant recovery income 4,190 4,629 Other property income 467 973 Operating expenses Same store investment properties (178 retail operating properties): Property operating expenses (17,777) (19,116) Real estate taxes (17,759) (17,817) Other investment properties: Property operating expenses (4,508) (5,785) Real estate taxes (2,180) (2,693) NOI from continuing operations Same store investment properties 89,806 87,124 Other investment properties 13,578 19,254 Total NOI from continuing operations 103,384 106,378 Other income (expense) Straight-line rental income, net 1,028 1,012 Amortization of acquired above and below market lease intangibles, net 576 451 Amortization of lease inducements (231) (189) Lease termination fees 1,658 134 Straight-line ground rent expense (916) (934) Amortization of acquired ground lease intangibles 140 140 Depreciation and amortization (53,396) (54,676) Provision for impairment of investment properties (2,164)

• General and administrative expenses

(11,406) (10,992) Gain on extinguishment of debt 13,653

• Interest expense

(26,764) (34,045) Other income, net 125 1,225 Total other expense (77,697) (97,874) Income from continuing operations 25,687 8,504 Gain on sales of investment properties 21,739 4,572 Net income 47,426 13,076 Preferred stock dividends (2,362) (2,362) Net income attributable to common shareholders 45,064 $ 10,714 $ Three Months Ended March 31,

Reconciliation of Net Income Attributable to Common Shareholders to FFO Attributable to Common Shareholders and Operating FFO Attributable to Common Shareholders

37

2016 2015 Net income attributable to common shareholders 45,064 $ 10,714 $ Depreciation and amortization 53,094 54,401 Gain on sales of investment properties (21,739) (4,572) FFO attributable to common shareholders 76,419 $ 60,543 $ FFO attributable to common shareholders per common share outstanding 0.32 $ 0.26 $ FFO attributable to common shareholders 76,419 $ 60,543 $ Impact on earnings from the early extinguishment of debt, net (12,846) 2,786 Provision for hedge ineffectiveness

• (25)

Provision for impairment of non-depreciable investment property 2,164

• Other
• (1,000)

Operating FFO attributable to common shareholders 65,737 $ 62,304 $ Operating FFO attributable to common shareholders per common share outstanding 0.28 $ 0.26 $ Three Months Ended March 31,

Reconciliation of Net Income Attributable to Common Shareholders to Adjusted EBITDA and Reconciliation of Borrowed Debt to Total Net Debt

38

Three Months Ended Three Months Ended Three Months Ended Three Months Ended Three Months Ended March 31, 2016 December 31, 2015 December 31, 2014 December 31, 2013 December 31, 2012 Net income attributable to common shareholders 45,064 $ 644 $ 23,502 $ 34,724 $ 13,854 $ Preferred stock dividends 2,362 2,363 2,363 2,363 263 Interest expense 26,764 28,328 32,743 34,804 44,844 Depreciation and amortization 53,396 51,361 52,385 61,378 55,874 Gain on sales of investment properties, net of noncontrolling interest (21,739) (8,050) (26,501) (34,644) (14,814) Gain on extinguishment of debt (13,653) — — — — Gain on sale of joint venture interest — — — (17,499) — Gain on change in control of investment properties — — — (5,435) — Gain on extinguishment of other liabilities — — — (3,511) — Provision for impairment of investment properties 2,164 15,824 11,825 32,893 2,352 Realignment separation charges — 1,193 — — — Recognized gain on marketable securities — — — — (9,467) Adjusted EBITDA 94,358 $ 91,663 $ 96,317 $ 105,073 $ 92,906 $ Annualized 377,432 $ 366,652 $ 385,268 $ 420,292 $ 371,624 $ Total borrowed debt 2,261,316 $ 2,178,505 $ 2,339,038 $ 2,305,874 $ 2,593,581 $ Less: cash and cash equivalents (100,588) (51,424) (112,292) (58,190) (138,069) Total net debt 2,160,728 $ 2,127,081 $ 2,226,746 $ 2,247,684 $ 2,455,512 $ Adjusted EBITDA 377,432 $ 366,652 $ 385,268 $ 420,292 $ 371,624 $ Net debt to Adjusted EBITDA 5.7x 5.8x 5.8x 5.3x 6.6x

Non-GAAP Guidance Reconciliation

39

Low High Net income attributable to common shareholders 0.94 $ 0.98 $ Depreciation and amortization 0.90 0.90 Provision for impairment of investment properties

• Gain on sales of investment properties

(0.74) (0.74) FFO attributable to common shareholders 1.10 $ 1.14 $ Impact on earnings from the early extinguishment of debt, net (0.05) (0.05) Provision for hedge ineffectiveness

• Provision for impairment of non-depreciable investment property

0.01 0.01 Gain on extinguishment of other liabilities (0.03) (0.03) Operating FFO attributable to common shareholders 1.03 $ 1.07 $ Per Share Guidance Range Full Year 2016