CAPREIT Reports Record Growth and Operating Performance in Third Quarter 2015

TORONTO, ONTARIO–(Marketwired – Nov. 16, 2015) – Canadian Apartment Properties Real Estate Investment Trust (“CAPREIT”) (TSX:CAR.UN) announced today record portfolio growth and strong operating and financial results for the three and nine months ended September 30, 2015.

		Three Months Ended				Nine Months Ended
		September 30				September 30
		2015		2014		2015		2014
Operating Revenues (000s)	$	131,812	$	126,356	$	391,022	$	378,300
Net Operating Income (“NOI”) (000s) (1)	$	82,087	$	77,615	$	238,187	$	227,079
NOI Margin (1)		62.3%		61.4%		60.9%		60.0%
Normalized Funds From Operations (“NFFO”) (000s) (1)	$	51,830	$	46,707	$	147,214	$	136,733
NFFO Per Unit – Basic (1)	$	0.440	$	0.426	$	1.275	$	1.252
Weighted Average Number of Units – Basic (000s)		117,912		109,684		115,425		109,207
NFFO Payout Ratio (1)		70.7%		71.0%		72.5%		71.5%

(1)	NOI, NFFO and NFFO per Unit are measures used by Management in evaluating operating performance. Please refer to the cautionary statements under the heading “Non-IFRS Financial Measures” and the reconciliations provided in this press release.

• Chosen as one of Canada’s Best Employers for a third consecutive year and as a 2016 Platinum Level Aon Best Employers in Canada.
• Acquired 4,638 residential suites in third quarter for total acquisition costs of $690.0 million bringing our total suite and site count to 46,617 and total assets owned to $6.9 billion
• CAPREIT successfully closed its equity issue and sale of 8,720,000 Trust Units which was previously announced on September 21, 2015, for $28.70 per Unit for aggregate gross proceeds of $250.3 million. on October 9, 2015
• Strong operating performance generates 4.3% and 3.4% increase in revenues for three and nine months ended September 30, 2015, respectively
• Average monthly rents for same residential properties up 1.6% as at September 30, 2015 compared to last year
• Portfolio occupancy remains strong at 98.0%
• NOI margin increased to 62.3% and 60.9% for the three and nine months ended September 30, 2015, respectively
• NFFO up 11.0% in second quarter, 7.7% for nine months ended September 30, 2015
• Continued accretive growth as NFFO per Unit for the third quarter and nine months ended September 30, 2015 up 3.3% and 1.8%, respectively, despite 8% and 6% increase in the weighted average number of Units outstanding.
• Continuing strong organic growth as same property NOI up 3.3% and 3.6% for the three and nine months ended September 30, 2015, respectively, showing the positive effects of CAPREIT’s geographic diversification across Canada
• Closed and committed mortgage refinancings for $638.9 million to date, including $136.4 million for renewals of existing mortgages and $502.5 million for additional top up financing and new acquisition financing with a weighted average term to maturity of 8.8 years, and a weighted average interest rate of 2.42%.

“Key property acquisitions in the vibrant Montréal and Vancouver markets during the quarter significantly strengthened our asset base and enhanced our overall portfolio diversification, while we continued to generate industry-leading organic growth, the result of our focused and proven property management programs,” commented Thomas Schwartz, President and CEO. “Looking ahead, as Canada’s largest residential landlord, we remain focused on strategically increasing the size and scale of our property portfolio while delivering the highest quality experience to our residents.”

		Three Months Ended				Nine Months Ended
		September 30				September 30
		2015		2014		2015		2014
Overall Portfolio Occupancy (1)						98.0%		98.4%
Overall Portfolio Average Monthly Rents (1),(2)					$	964	$	969
Operating Revenues (000s)	$	131,812	$	126,356	$	391,022	$	378,300
Annualized Net Rental Revenue Run-Rate (000s) (1),(3),(4)					$	542,723	$	487,244
Operating Expenses (000s)	$	49,725	$	48,741	$	152,835	$	151,221
NOI (000s) (4)	$	82,087	$	77,615	$	238,187	$	227,079
NOI Margin (4)		62.3%		61.4%		60.9%		60.0%
Number of Suites and Sites Acquired		4,638		339		5,459		341
Number of Suites Disposed		–		–		530		338

(1)	As at September 30.
(2)	Average monthly rents are defined as actual rents, net of vacancies, divided by the total number of suites and sites in the portfolio and do not include revenues from parking, laundry or other sources.
(3)	For a description of net rental revenue run-rate, see the Results of Operations section in the MD&A for the three and nine months ended September 30, 2015.
(4)	Net rental revenue run-rate and NOI are measures used by Management in evaluating operating performance. Please refer to the cautionary statements under the heading “Non-IFRS Financial Measures” and the reconciliations provided in this press release.

Operating Revenues

For the three and nine months ended September 30, 2015, total operating revenues increased by 4.3% and 3.4%, respectively, compared to the same periods last year primarily due to the contribution from acquisitions, higher same property average monthly rents, and continuing strong occupancies. For the three and nine months ended September 30, 2015, ancillary revenues, including parking, laundry and antenna income, rose by 11.7% and 7.6%, respectively, compared to the same periods last year, due to contributions from acquisitions and Management’s continued focus on maximizing the revenue potential of its property portfolio.

CAPREIT’s annualized net rental revenue run-rate as at September 30, 2015 increased to $542.7 million, up 11.4% from $487.2 million as at September 30, 2014 primarily due to acquisitions completed within the last twelve months and strong increases in average monthly rents on properties owned prior to September 30, 2014. Net rental revenue run-rate net of dispositions for the twelve months ended September 30, 2015 was $488.6 million (2014 – $473.0 million).

Portfolio Average Monthly Rents (“AMR”)
		Total Portfolio					Properties Owned Prior to September 30, 2014
As at September 30,		2015			2014			2015			2014 (1)
		AMR	Occ. %		AMR	Occ. %		AMR	Occ. %		AMR	Occ. %
Average Residential Suites	$	1,060	97.9	$	1,080	98.6	$	1,097	98.1	$	1,080	98.6
Average MHC Land Lease Sites	$	364	98.6	$	354	97.6	$	364	98.5	$	354	97.6
Overall Portfolio Average	$	964	98.0	$	969	98.4	$	984	98.2	$	968	98.4

(1)	Prior period’s comparable AMR and occupancy have been restated for properties disposed of since September 30, 2014.

Average monthly rents and occupancy for residential suites decreased slightly as at September 30, 2015 due to recent acquisitions in lower rent demographic sectors offset by ongoing successful sales and marketing strategies and continued strength in the residential rental sector in the majority of CAPREIT’s regional markets. For the Manufactured Housing Community (“MHC”) land lease portfolio, average monthly rents increased to $364 as at September 30, 2015, compared to $354 as at September 30, 2014. Occupancy for the MHC portfolio rose to 98.6% at September 30, 2015 from 97.6% at the same time last year.

Average monthly rents for residential suites owned prior to September 30, 2014 also increased as at September 30, 2015 to $1,097 from $1,080 as at September 30, 2014, an increase of 1.6% from the same period last year with occupancies remaining strong at 98.1%.

Suite Turnovers and Lease Renewals

For the Three Months Ended September 30,

	2015			2014
	Change in AMR		% Turnovers	Change in AMR		% Turnovers
	$	%	& Renewals (1)	$	%	& Renewals (1)
Suite Turnovers	21.4	2.0	8.2	36.2	3.4	9.5
Lease Renewals	20.4	1.9	23.7	17.6	1.6	27.2
Weighted Average of Turnovers and Renewals	20.6	1.9		22.4	2.1

For the Nine Months Ended September 30,

	2015			2014
	Change in AMR		% Turnovers	Change in AMR		% Turnovers
	$	%	& Renewals (1)	$	%	& Renewals (1)
Suite Turnovers	18.6	1.7	19.4	32.6	3.0	22.0
Lease Renewals	21.9	2.0	55.6	17.4	1.6	63.1
Weighted Average of Turnovers and Renewals	21.1	1.9		21.3	2.0

(1)	Percentage of suites turned over or renewed during the period based on the total number of residential suites (excluding co-ownerships) held at the end of the period.

The higher rate of growth in average monthly rents on lease renewals during 2015 compared to the prior year is primarily due to the higher mandated guideline increases for 2015 (Ontario – 1.6%, British Columbia – 2.5%), compared to the lower guideline increases in 2014 (Ontario – 0.8%, British Columbia – 2.2%) and by increases due to above guideline increases (“AGI”) achieved in Ontario in 2015. Management continues to pursue AGI applications where it believes increases are supported by market conditions above the annual guideline to raise average monthly rents on lease renewals. For 2016, the permitted guideline increase in Ontario and British Columbia have been increased to 2.0% and 2.9%, respectively.

Operating Expenses
		Three Months Ended						Nine Months Ended
		September 30						September 30
($ Thousands)		2015	%(1)		2014	%(1)		2015	%(1)		2014	%(1)
Operating Expenses
Realty Taxes	$	14,617	11.1	$	14,308	11.3	$	43,801	11.2	$	42,267	11.2
Utilities		10,422	7.9		9,661	7.6		39,426	10.1		38,698	10.2
Other (2)		24,686	18.7		24,772	19.7		69,608	17.8		70,256	18.6
Total Operating Expenses	$	49,725	37.7	$	48,741	38.6	$	152,835	39.1	$	151,221	40.0

(1)	As a percentage of total operating revenues.
(2)	Comprises R&M, wages, general and administrative, insurance, advertising, and legal costs.

Operating Expenses

Overall operating expenses as a percentage of operating revenues improved to 37.7% and 39.1%, respectively, for the three and nine months ended September 30, 2015 compared to 38.6% and 40.0%, respectively, for the same periods last year, due to lower repairs and maintenance (“R&M”) and wages costs as a percentage of operating revenues.

Net Operating Income

For the three months ended September 30, 2015, NOI increased by $4.5 million or 5.8%, and the NOI margin strengthed to 62.3% from 61.4% for the same period last year. For the nine months ended September 30, 2015, NOI increased by $11.1 million or 4.9%, and the NOI margin rose to 60.9% compared to 60.0% last year. The increase in NOI margin for the three and nine months ended September 30, 2015 was primarily the result of higher operating revenues and lower R&M as a percentage of operating revenues.

For the three and nine months ended September 30, 2015, operating revenues for stabilized suites and sites increased 2.2% and 2.0% respectively, while operating expenses increased 0.3% and decreased 0.3%, respectively, compared to the same periods last year. As a result, for the three and nine months ended September 30, 2015, stabilized NOI increased by a strong 3.3% and 3.6%, respectively, compared to the same periods last year, showing the positive effects of CAPREIT’s geographic diversification across Canada.

NON-IFRS FINANCIAL MEASURES

		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2015		2014		2015		2014
NFFO (000s)	$	51,830		46,707	$	147,214	$	136,733
NFFO Per Unit – Basic	$	0.440	$	0.426	$	1.275	$	1.252
Cash Distributions Per Unit	$	0.305	$	0.295	$	0.902	$	0.873
NFFO Payout Ratio		70.7%		71.0%		72.5%		71.5%
NFFO Effective Payout Ratio		48.5%		46.2%		48.7%		48.0%

For the nine months ended September 30, 2015, basic NFFO per Unit increased by 1.8% compared to the same period last year despite the approximate 6% increase in the weighted average number of Units outstanding due to the equity offering completed in March 2015. For the three months ended September 30, 2015, basic NFFO per Unit increased by 3.3% compared to the same period last year despite the approximate 8% increase in the weighted average number of Units outstanding.

LIQUIDITY AND LEVERAGE

As at September 30,	2015	2014
Total Debt to Gross Book Value	49.27%	46.80%
Total Debt to Gross Historical Cost (1)	59.21%	56.84%
Total Debt to Total Capitalization	50.14%	50.74%
Debt Service Coverage Ratio (times) (2)	1.61	1.59
Interest Coverage Ratio (times) (2)	2.93	2.72
Weighted Average Mortgage Interest Rate (3)	3.53%	3.66%
Weighted Average Mortgage Term to Maturity (years)	6.2	6.5

(1)	Based on historical cost of investment properties.
(2)	Based on the trailing four quarters ended September 30, 2015.
(3)	Weighted average mortgage interest rate includes deferred financing costs and fair value adjustments on an effective interest basis.
	Including the amortization of the realized component of the loss on interest rate hedge settlement of $32.5 million included in Accumulated Other Comprehensive Loss (”AOCL”), the effective portfolio weighted average interest rate at September 30, 2015 would be 3.67% (September 30, 2014 – 3.82%).

Financial Strength

Management believes CAPREIT’s strong balance sheet and liquidity position will enable it to continue to take advantage of acquisition and property capital investment opportunities over the long term.

CAPREIT is achieving its financing goals as demonstrated by the following key indicators:

• Total debt to gross book value ratio remained below our target debt ratio to 49.27% as at September 30, 2015 compared to 46.80% for the same period last year and as at November 16, 2015, the total debt to gross book value ratio was approximately 46%;
• Debt service and interest coverage ratios for the quarter ended September 30, 2015 improved to 1.61 times and 2.93 times, respectively, compared to 1.59 times and 2.72 times last year;
• As at September 30, 2015, 96.0% (September 30, 2014 – 95.8%) of CAPREIT’s mortgage portfolio was insured by the Canada Mortgage and Housing Corporation (“CMHC”), excluding the mortgages on CAPREIT’s MHC land lease sites and Euro LIBOR borrowings, resulting in improved spreads on mortgages and lower overall interest costs than conventional mortgages.
• The effective portfolio weighted average interest rate on mortgages has steadily declined to 3.53% as at September 30, 2015 from 3.66% as at September 30, 2014, resulting in significant potential interest rate savings in future years;
• Management expects to raise between $325 million and $375 million in total mortgage renewals and refinancings in 2015 excluding financings on acquisitions;
• The weighted average term to maturity of the mortgage portfolio remained stable at 6.20 years as at September 30, 2015 compared to 6.5 years at September 30, 2014;
• As at September 30, 2015, CAPREIT has investment properties with a fair value of $871.7 million not encumbered by mortgages and secure only the Acquisition and Operating Facility and Bridge Increase. Approximately $598.6 million of unencumbered properties have closed or committed mortgage financing subsequent to September 30, 2015 up to November 16, 2015. CAPREIT intends to maintain unencumbered investment properties with an aggregate fair value in the range of $150 and $180 million over the long term.

Property Capital Investments

During the nine months ended September 30, 2015, CAPREIT made property capital investments (excluding disposed properties, head office assets, tenant improvements and signage) of $105.3 million as compared to $93.8 million in the same period last year. For the full 2015 year, CAPREIT expects to complete property capital investments of approximately $155 million to $165 million, including approximately $57 million targeted at acquisitions completed since January 1, 2011, and approximately $17 million in high-efficiency boilers and other energy-saving initiatives.

Property capital investments include suite improvements, common areas and equipment, which generally tend to increase NOI more quickly. CAPREIT also continues to invest in energy-saving initiatives, including boilers, energy-efficient lighting systems, and water-saving programs, which permit CAPREIT to mitigate potentially higher increases in utility and R&M costs and significantly improve overall portfolio NOI.

Subsequent Events

On October 9, 2015, CAPREIT closed its equity issue and sale of 8,720,000 Trust Units which was previously announced on September 21, 2015, for $28.70 per Unit for aggregate gross proceeds of $250.3 million. The offering was sold through a syndicate of underwriters led by RBC Capital Markets on a bought-deal basis. CAPREIT used the net proceeds of the offering and financings on recent acquisitions to pay off the Bridge Increase and partially repay the Acquisition and Operating Facility.

Additional Information

More detailed information and analysis is included in CAPREIT’s unaudited condensed consolidated interim financial statements and MD&A for the three and nine months ended September 30, 2015, which have been filed on SEDAR and can be viewed at www.sedar.com under CAPREIT’s profile or on CAPREIT’s website on the investor relations page at www.caprent.com or www.capreit.net.

Conference Call

A conference call hosted by Thomas Schwartz, President and CEO and the CAPREIT Management Team, will be held Tuesday, November 17, 2015 at 11:30 am EST. The telephone numbers for the conference call are: Local/International: (416) 340-2216, North American Toll Free: (866) 225-0198.

A slide presentation to accompany Management’s comments during the conference call will be available one hour and a half prior to the conference call. To view the slides, access the CAPREIT website at www.caprent.com or www.capreit.net, click on “Investor Relations” and follow the link at the top of the page. Please log on at least 15 minutes before the call commences.

The telephone numbers to listen to the call after it is completed (Instant Replay) are local/international (905) 694-9451 or North American toll free (800) 408-3053. The Passcode for the Instant Replay is 5623701#. The Instant Replay will be available until midnight, November 24, 2015. The call and accompanying slides will also be archived on the CAPREIT website at www.caprent.com or www.capreit.net. For more information about CAPREIT, its business and its investment highlights, please refer to our website at www.caprent.com or www.capreit.net.

About CAPREIT

CAPREIT owns interests in multi-unit residential rental properties, including apartments, townhomes and manufactured home communities primarily located in and near major urban centres across Canada. As at September 30, 2015, CAPREIT had owning interests in 46,617 residential units, comprised of 40,332 residential suites and 30 manufactured home communities (“MHC”) comprising 6,285 land lease sites. For more information about CAPREIT, its business and its investment highlights, please refer to our website at www.caprent.com or www.capreit.net and our public disclosure which can be found under our profile at www.sedar.com.

Non-IFRS Financial Measures

CAPREIT prepares and releases unaudited quarterly and audited consolidated annual financial statements prepared in accordance with IFRS. In this and other earnings releases and investor conference calls, as a complement to results provided in accordance with IFRS, CAPREIT also discloses and discusses certain non-IFRS financial measures, including Net Rental Revenue Run-Rate, NOI, FFO, NFFO and applicable per Unit amounts and payout ratios. These non-IFRS measures are further defined and discussed in the MD&A released on November 16, 2015, which should be read in conjunction with this press release. Since Net Rental Revenue Run-Rate, NOI, FFO and NFFO are not determined by IFRS, they may not be comparable to similar measures reported by other issuers. CAPREIT has presented such non-IFRS measures as Management believes these non-IFRS measures are relevant measures of the ability of CAPREIT to earn and distribute cash returns to Unitholders and to evaluate CAPREIT’s performance. A reconciliation of Net Income and such non-IFRS measures including Adjusted Funds From Operations (“AFFO”) is included in this press release. These non-IFRS measures should not be construed as alternatives to net income (loss) or cash flow from operating activities determined in accordance with IFRS as an indicator of CAPREIT’s performance.

Cautionary Statements Regarding Forward-Looking Statements

Certain statements contained, or contained in documents incorporated by reference, in this press release constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to CAPREIT’s future outlook and anticipated events or results and may include statements regarding the future financial position, business strategy, budgets, litigation, projected costs, capital investments, financial results, taxes, plans and objectives of or involving CAPREIT. Particularly, statements regarding CAPREIT’s future results, performance, achievements, prospects, costs, opportunities and financial outlook, including those relating to acquisition and capital investment strategy and the real estate industry generally, are forward-looking statements. In some cases, forward-looking information can be identified by terms such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue” or the negative thereof or other similar expressions concerning matters that are not historical facts. Forward-looking statements are based on certain factors and assumptions regarding expected growth, results of operations, performance and business prospects and opportunities. In addition, certain specific assumptions were made in preparing forward-looking information, including: that the Canadian and Irish economies will generally experience growth, however, may be adversely impacted by the global economy; that inflation will remain low; that interest rates will remain low in the medium term; that Canada Mortgage and Housing Corporation (“CMHC”) mortgage insurance will continue to be available and that a sufficient number of lenders will participate in the CMHC-insured mortgage program to ensure competitive rates; that the Canadian capital markets will continue to provide CAPREIT with access to equity and/or debt at reasonable rates; that vacancy rates for CAPREIT properties will be consistent with historical norms; that rental rates will grow at levels similar to the rate of inflation on renewal; that rental rates on turnovers will remain stable; that CAPREIT will effectively manage price pressures relating to its energy usage; and, with respect to CAPREIT’s financial outlook regarding capital investments, assumptions respecting projected costs of construction and materials, availability of trades, the cost and availability of financing, CAPREIT’s investment priorities, the properties in which investments will be made, the composition of the property portfolio and the projected return on investment in respect of specific capital investments.
Although the forward-looking statements contained in this press release are based on assumptions, Management believes they are reasonable as of the date hereof, there can be no assurance actual results will be consistent with these forward-looking statements; they may prove to be incorrect. Forward-looking statements necessarily involve known and unknown risks and uncertainties, many of which are beyond CAPREIT’s control, that may cause CAPREIT or the industry’s actual results, performance, achievements, prospects and opportunities in future periods to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, risks related to: reporting investment properties at fair value, real property ownership, leasehold interests, co-ownerships, investment restrictions, operating risk, energy costs and hedging, environmental matters, insurance, capital investments, indebtedness, interest rate hedging, foreign operation and currency risks, taxation, harmonization of federal goods and services tax and provincial sales tax, government regulations, controls over financial accounting, legal and regulatory concerns, the nature of units of CAPREIT (“Trust Units”) and of CAPREIT’s subsidiary, CAPREIT Limited Partnership (“Exchangeable Units”) (collectively, the “Units”), unitholder liability, liquidity and price fluctuation of Units, dilution, distributions, participation in CAPREIT’s distribution reinvestment plan, potential conflicts of interest, dependence on key personnel, general economic conditions, competition for residents, competition for real property investments, continued growth and risks related to acquisitions. There can be no assurance the expectations of CAPREIT’s Management will prove to be correct. These risks and uncertainties are more fully described in regulatory filings, including CAPREIT’s Annual Information Form, which can be obtained on SEDAR at www.sedar.com, under CAPREIT’s profile, as well as under Risks and Uncertainties section of the MD&A released on November 16, 2015. The information in this press release is based on information available to Management as of November 16, 2015. Subject to applicable law, CAPREIT does not undertake any obligation to publicly update or revise any forward-looking information.

SELECTED FINANCIAL INFORMATION
Condensed Balance Sheets
As at	September 30, 2015		December 31, 2014
($ Thousands)
Investment Properties	$	6,695,530	$	5,749,640
Total Assets		6,923,051		5,926,161
Mortgages Payable		2,759,444		2,658,454
Bank Indebtedness		670,822		113,167
Total Liabilities		3,616,699		2,943,056
Unitholders’ Equity		3,306,352		2,983,105

Condensed Income Statements
		Three Months Ended						Nine Months Ended
		September 30,						September 30,
($ Thousands)			2015			2014			2015			2014
Net Operating Income			82,087			77,615			238,187			227,079
	Trust Expenses		(5,537	)		(4,602	)		(17,338	)		(15,971	)
	Unrealized (Loss) Gain on Remeasurement of Investment Properties		(42,143	)		71,737			92,212			108,874
	Realized Loss on Disposition of Investment Properties		–			–			(639	)		–
	Remeasurement of Exchangeable Units		126			(117	)		(272	)		(377	)
	Unit-based Compensation Expenses		(4,296	)		(3,565	)		(15,492	)		(10,860	)
	Interest on Mortgages Payable and Other Financing Costs		(25,857	)		(25,753	)		(76,769	)		(74,598	)
	Interest on Bank Indebtedness		(668	)		(972	)		(1,997	)		(4,363	)
	Interest on Exchangeable Units		(49	)		(46	)		(145	)		(139	)
	Other Income		2,072			2,173			8,218			5,587
	Amortization		(715	)		(598	)		(2,036	)		(1,788	)
	Severance and Other Employee Costs		(2,425	)		–			(4,842	)		–
	Unrealized and Realized Gain (Loss) on Derivative Financial Instruments		221			(113	)		437			(2,763	)
	Dilution Loss on Equity Accounted Investments		–			–			(4,346	)		–
	(Loss) Gain on Foreign Currency Translation		(6,543	)		1,842			(6,920	)		4,522
Net (Loss) Income			(3,727	)		117,601			208,258			235,203
Other Comprehensive Income (Loss)		$	6,567		$	(4,054	)	$	10,030		$	(4,244	)
Comprehensive Income		$	2,840		$	113,547		$	218,288		$	230,959

Condensed Statements of Cash Flows
				Three Months Ended						Nine Months Ended
				September 30,						September 30,
				2015			2014			2015			2014
($ Thousands)
Cash Provided By Operating Activities:
	Net (Loss) Income		$	(3,727	)	$	117,601		$	208,258		$	235,216
	Items in Net Income Not Affecting Cash:
		Changes in Non-cash Operating Assets and
		Liabilities		21,954			6,964			(3,518	)		1,142
		Realized and Unrealized Loss (Gain) on
		Remeasurements		41,796			(71,507	)		(91,738	)		(105,734	)
		Gain on Sale of Investments		–			–			–			(717	)
		Unit-based Compensation Expenses		4,296			3,565			15,492			10,860
		Items Related to Financing and Investing
		Activities		24,344			22,781			71,660			70,447
		Other		8,895			632			18,153			1,752
Cash Provided By Operating Activities				97,558			80,036			218,307			212,966
Cash Used In Investing Activities
	Acquisitions			(689,957	)		(14,164	)		(906,944	)		(25,661	)
	Capital Investments			(53,038	)		(42,063	)		(115,375	)		(118,072	)
	Acquisition of investments			–			–			(32,305	)		–
	Disposition of Investments			–			–			–			7,599
	Dispositions			–			–			24,004			–
	Other			287			1,840			1,050			2,188
Cash Used In Investing Activities				(742,708	)		(54,387	)		(1,029,570	)		(133,946	)
Cash Provided (Used) By Financing Activities
	Mortgages, Net of Financing Costs			32,164			58,184			237,436			168,906
	Bank Indebtedness			657,093			(37,491	)		557,255			(109,542	)
	Interest Paid			(24,658	)		(24,658	)		(74,133	)		(73,296	)
	Proceeds on Issuance of Units			4,536			311			161,181			695
	Distributions, Net of DRIP and Other			(23,985	)		(21,995	)		(70,476	)		(65,783	)
Cash Provided (Used) By Financing Activities				645,150			(25,649	)		811,263			(79,020	)
Changes in Cash and Cash Equivalents During the Period				–			–			–			–
Cash and Cash Equivalents, Beginning of Period				–			–			–			–
Cash and Cash Equivalents, End of Period			$	–		$	–		$	–		$	–

SELECTED NON-IFRS FINANCIAL MEASURES
Reconciliation of Net Income to FFO and to NFFO
			Three Months Ended						Nine Months Ended
			September 30,						September 30,
			2015			2014			2015			2014
($ Thousands, except per Unit amounts)
Net (Loss) Income		$	(3,727	)	$	117,601		$	208,258		$	235,216
Adjustments:
	Unrealized Loss (Gain) on Remeasurement ofInvestment Properties		42,143			(71,737	)		(92,212	)		(108,874	)
	Realized Loss on Disposition of Investment Properties		–			–			639			–
	Remeasurement of Exchangeable Units		(126	)		117			272			377
	Remeasurement of Unit-based Compensation Liabilities		3,030			2,546			11,820			7,481
	Interest on Exchangeable Units		49			46			145			139
	Corporate taxes expense		28			–			28			1,405
	Loss (Gain) on Foreign Currency Translation		6,543			(1,842	)		6,920			(4,522	)
	FFO Adjustment for Income from Equity Accounted Investments		–			(1,573	)		(2,099	)		(1,573	)
	Unrealized and Realized (Gain) Loss on Derivative Financial Instruments		(221	)		113			(437	)		2,763
	Dilution Loss on Equity Accounted Investments		–			–			4,346			–
	Amortization of Property, Plant and Equipment		715			598			2,036			1,788
FFO		$	48,434		$	45,869		$	139,716		$	134,200
Adjustments:
	Amortization of Loss from AOCL to Interest and Other Financing Costs		848			838			2,533			2,487
	Net Mortgage Prepayment Cost		123			–			123			763
	Realized Gain on Sale of Investments		–			–			–			(717	)
	Severance and Other Employee Costs		2,425			–			4,842			–
NFFO		$	51,830		$	46,707		$	147,214		$	136,733
	NFFO per Unit – Basic	$	0.440		$	0.426		$	1.275		$	1.252
	NFFO per Unit – Diluted	$	0.433		$	0.420		$	1.256		$	1.235
	Total Distributions Declared (1)	$	36,653			33,184		$	106,729		$	97,707
	NFFO Payout Ratio (2)		70.7%			71.0%			72.5%			71.5%
	Net Distributions Paid (1)	$	25,129		$	21,587		$	71,663		$	65,587
	Excess NFFO Over Net Distributions Paid	$	26,701		$	25,120		$	75,551		$	71,146
	Effective NFFO Payout Ratio (3)		48.5%			46.2%			48.7%			48.0%

(1)	For a description of distributions declared and net distributions paid, see the Non-IFRS Financial Measures section in the MD&A for the three and nine months ended September 30, 2015.
(2)	The payout ratio compares distributions declared to NFFO.
(3)	The effective payout ratio compares net distributions paid to NFFO.

Reconciliation of NFFO to AFFO
			Three Months Ended						Nine Months Ended
			September 30						September 30
			2015			2014			2015			2014
($ Thousands, except per Unit amounts)
NFFO		$	51,830		$	46,707		$	147,214		$	136,733
Adjustments:
	Provision for Maintenance Property Capital Investments (1)		(4,101	)		(3,878	)		(11,926	)		(11,577	)
	Amortization of Fair Value on Grant Date of Unit-based Compensation		1,266			1,019			3,672			3,379
AFFO		$	48,995		$	43,848		$	138,960		$	128,535
	AFFO per Unit – Basic	$	0.416		$	0.400		$	1.204		$	1.177
	AFFO per Unit – Diluted	$	0.410		$	0.394		$	1.186		$	1.161
	Distributions Declared (2)	$	36,653		$	33,184		$	106,729		$	97,707
	AFFO Payout Ratio (3)		74.8%			75.7%			76.8%			76.0%
	Net Distributions Paid (2)	$	25,129		$	21,587		$	71,663		$	65,587
	Excess AFFO over Net Distributions Paid	$	23,866		$	22,261		$	67,297		$	62,948
	Effective AFFO Payout Ratio (4)		51.3%			49.2%			51.6%			51.0%

(1)	An industry based estimate (see the Non-IFRS Measures section in the MD&A for the three and nine months ended September 30, 2015).
(2)	For a description of distributions declared and net distributions paid, see the Non-IFRS Financial Measures section in the MD&A for the three and nine months ended September 30, 2015.
(3)	The payout ratio compares distributions declared to AFFO.
(4)	The effective payout ratio compares net distributions paid to AFFO.