UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)
ACADIA REALTY TRUST
(Name of Issuer)
COMMON SHARES OF BENEFICIAL INTEREST, $.001 PAR VALUE
(Title of Class of Securities)
004239 10 9
(CUSIP Number of Class of Securities)
KENNETH MILLER, ESQ.
YALE UNIVERSITY
55 WHITNEY AVENUE
NEW HAVEN, CT 06510-1300
(203) 432-0120
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
Copy to:
MICHAEL W. BLAIR, ESQ.
DEBEVOISE & PLIMPTON
919 THIRD AVENUE
NEW YORK, NY 10022
(212) 909-6000
MAY 2, 2006
(Date of Event which Requires Filing Statement on Schedule 13D)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box [X].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following pages)
SCHEDULE 13D
CUSIP NO. 004239 10 9
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Yale University
I.R.S. Identification No. 06-0646973-N
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ]
(B) [ ]
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(3) SEC USE ONLY
--------------------------------------------------------------------------------
(4) SOURCE OF FUNDS
WC
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(5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E) [ ]
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Connecticut
--------------------------------------------------------------------------------
(7) SOLE VOTING POWER
2,258,738
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NUMBER OF (8) SHARED VOTING POWER
SHARES 112,000
BENEFICIALLY
OWNED BY -----------------------------------------------------------------
EACH (9) SOLE DISPOSITIVE POWER
REPORTING 2,258,738
PERSON WITH
-----------------------------------------------------------------
(10) SHARED DISPOSITIVE POWER
112,000
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,370,738
--------------------------------------------------------------------------------
(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
--------------------------------------------------------------------------------
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.5%
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(14) TYPE OF REPORTING PERSON
EP
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Page 2 of 17
AMENDMENT NO. 9 TO SCHEDULE 13D
The statement on Schedule 13D (the "Statement") filed on September 25,
2002, as amended by Amendment Nos. 1, 2, 3, 4, 5, 6 7 and 8 thereto filed on
March 23, 2004, March 26, 2004, March 31, 2004, November 9, 2004, November 10,
2004, November 29, 2004, August 26, 2005 and March 8, 2006, respectively,
relating to the common shares of beneficial interest, par value $.001 per share
(the "Common Shares") of Acadia Realty Trust, a Maryland real estate investment
trust (the "Trust"), is hereby amended and supplemented as set forth below in
this Amendment No. 9 to the Statement by Yale University, a Connecticut
corporation (the "Reporting Person"). Capitalized terms used below and not
otherwise defined herein shall have the meaning set forth in the Statement, as
so amended.
ITEM 4. PURPOSE OF TRANSACTION
The disclosure in Item 4 is hereby amended and supplemented by adding the
following:
On May 2, 2006, the Reporting Person sold 20,000 Common Shares in brokers
transactions at a price of $22.50 per share. Between March 6, 2006 and March 13,
2006, the Reporting Person sold 291,000 Common Shares in brokers transactions at
prices ranging from $22.00 - $23.30 per share and YURPSE sold 24,000 Common
Shares in brokers transactions at prices ranging from $22.00 - $23.30 per share.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The disclosure in Item 5(a) is hereby amended and restated to read in its
entirety as follows:
(a) The Reporting Person beneficially owns, within the meaning of Rule
13d-3 under the Exchange Act, 2,370,738 Common Shares. The Common Shares owned
by the Reporting Person constitute approximately 7.5% of the Common Shares
issued and outstanding (computed on the basis of 31,758,244 Common Shares issued
and outstanding, as reported in the Trust's Annual Report on Form 10-K for the
year ended December 31, 2005 filed with the Securities and Exchange Commission
on March 16, 2006)."
The disclosure in Item 5(b) is hereby amended and restated to read in its
entirety as follows:
(b) The Reporting Person has sole power to dispose of 2,258,738 Common
Shares and shared power to direct the disposition of 112,000 Common Shares held
of record by YURPSE. YURPSE has shared power to direct the disposition of
112,000 Common Shares.
Page 3 of 17
The Reporting Person has sole power to vote 2,258,738 Common Shares and
shared power to direct the vote of 112,000 Common Shares held of record by
YURPSE. YURPSE has shared power to direct the vote of 112,000 Common Shares.
The Reporting Person disclaims beneficial ownership of the Common Shares
held by YURPSE."
The disclosure in Item 5(c) is supplemented as follows:
(c) The Reporting Person sold Common Shares in brokers transactions as
follows:
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
May 2, 2006 20,000 $22.50
March 13, 2006 1,848 $23.00
March 13, 2006 1,662 $23.05
March 13, 2006 185 $23.10
March 13, 2006 647 $23.12
March 10, 2006 3,049 $22.69
March 10, 2006 2,956 $22.70
March 10, 2006 370 $22.71
March 10, 2006 739 $22.72
March 10, 2006 370 $22.74
March 10, 2006 6,005 $22.75
March 10, 2006 1,386 $22.76
March 10, 2006 2,864 $22.77
March 10, 2006 1,386 $22.78
March 10, 2006 4,434 $22.79
March 10, 2006 11,177 $22.80
Page 4 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 10, 2006 1,016 $22.81
March 10, 2006 831 $22.83
March 10, 2006 92 $22.84
March 10, 2006 185 $22.85
March 10, 2006 185 $22.86
March 10, 2006 1,200 $22.89
March 10, 2006 1,293 $22.90
March 10, 2006 4,250 $22.91
March 10, 2006 1,293 $22.92
March 10, 2006 554 $22.93
March 10, 2006 370 $22.94
March 10, 2006 185 $22.96
March 9, 2006 647 $22.21
March 9, 2006 185 $22.22
March 9, 2006 277 $22.23
March 9, 2006 185 $22.24
March 9, 2006 4,527 $22.25
March 9, 2006 277 $22.26
March 9, 2006 4,157 $22.27
March 9, 2006 462 $22.28
March 9, 2006 92 $22.29
March 9, 2006 3,141 $22.30
Page 5 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 9, 2006 1,201 $22.31
March 9, 2006 554 $22.32
March 9, 2006 277 $22.33
March 9, 2006 92 $22.34
March 9, 2006 1,016 $22.35
March 9, 2006 647 $22.36
March 9, 2006 1,109 $22.37
March 9, 2006 1,109 $22.38
March 9, 2006 739 $22.39
March 9, 2006 5,079 $22.40
March 9, 2006 185 $22.41
March 9, 2006 2,310 $22.42
March 9, 2006 1,016 $22.43
March 9, 2006 739 $22.44
March 9, 2006 2,032 $22.45
March 9, 2006 185 $22.46
March 9, 2006 370 $22.47
March 9, 2006 370 $22.48
March 9, 2006 185 $22.49
March 9, 2006 739 $22.50
March 9, 2006 1,848 $22.51
Page 6 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 9, 2006 370 $22.52
March 9, 2006 3,972 $22.53
March 9, 2006 185 $22.54
March 9, 2006 277 $22.55
March 9, 2006 554 $22.56
March 9, 2006 554 $22.57
March 9, 2006 1,755 $22.58
March 9, 2006 92 $22.59
March 9, 2006 2,679 $22.60
March 8, 2006 10,347 $22.00
March 8, 2006 924 $22.01
March 8, 2006 554 $22.05
March 8, 2006 831 $22.06
March 8, 2006 185 $22.07
March 8, 2006 277 $22.09
March 8, 2006 8,130 $22.10
March 8, 2006 1,109 $22.11
March 8, 2006 370 $22.14
March 8, 2006 185 $22.15
March 8, 2006 92 $22.16
March 8, 2006 831 $22.20
March 8, 2006 647 $22.21
Page 7 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 8, 2006 1,663 $22.22
March 8, 2006 831 $22.23
March 8, 2006 2,956 $22.25
March 8, 2006 92 $22.29
March 8, 2006 185 $22.30
March 7, 2006 69,471 $22.30
March 7, 2006 24,204 $22.35
March 7, 2006 92 $22.37
March 7, 2006 647 $22.40
March 7, 2006 92 $22.41
March 7, 2006 1,109 $22.42
March 7, 2006 4,989 $22.43
March 7, 2006 739 $22.44
March 7, 2006 92 $22.45
March 7, 2006 1,016 $22.46
March 7, 2006 831 $22.50
March 7, 2006 1,016 $22.51
March 7, 2006 277 $22.52
March 7, 2006 462 $22.53
March 7, 2006 92 $22.54
March 7, 2006 924 $22.55
Page 8 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 7, 2006 185 $22.59
March 7, 2006 92 $22.66
March 7, 2006 185 $22.75
March 7, 2006 185 $22.79
March 7, 2006 1,109 $22.86
March 6, 2006 4,156 $23.00
March 6, 2006 277 $23.01
March 6, 2006 277 $23.02
March 6, 2006 1,109 $23.04
March 6, 2006 739 $23.05
March 6, 2006 2,494 $23.06
March 6, 2006 1,663 $23.07
March 6, 2006 554 $23.08
March 6, 2006 277 $23.09
March 6, 2006 18,937 $23.10
March 6, 2006 4,619 $23.11
March 6, 2006 277 $23.12
March 6, 2006 3,418 $23.13
March 6, 2006 647 $23.14
March 6, 2006 1,663 $23.15
March 6, 2006 924 $23.16
March 6, 2006 2,032 $23.17
Page 9 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 6, 2006 647 $23.18
March 6, 2006 924 $23.19
March 6, 2006 3,233 $23.20
March 6, 2006 1,201 $23.21
March 6, 2006 370 $23.22
March 6, 2006 647 $23.23
March 6, 2006 185 $23.25
March 6, 2006 370 $23.26
March 6, 2006 1,109 $23.27
March 6, 2006 1,940 $23.28
March 6, 2006 1,201 $23.29
March 6, 2006 370 $23.30
YURPSE sold Common Shares in brokers transactions as follows:
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 13, 2006 152 $23.00
March 13, 2006 138 $23.05
March 13, 2006 15 $23.10
March 13, 2006 53 $23.12
March 10, 2006 251 $22.69
March 10, 2006 244 $22.70
March 10, 2006 30 $22.71
March 10, 2006 61 $22.72
Page 10 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 10, 2006 30 $22.74
March 10, 2006 495 $22.75
March 10, 2006 114 $22.76
March 10, 2006 236 $22.77
March 10, 2006 114 $22.78
March 10, 2006 366 $22.79
March 10, 2006 923 $22.80
March 10, 2006 84 $22.81
March 10, 2006 69 $22.83
March 10, 2006 8 $22.84
March 10, 2006 15 $22.85
March 10, 2006 15 $22.86
March 10, 2006 100 $22.89
March 10, 2006 107 $22.90
March 10, 2006 350 $22.91
March 10, 2006 107 $22.92
March 10, 2006 46 $22.93
March 10, 2006 30 $22.94
March 10, 2006 15 $22.96
March 9, 2006 53 $22.21
March 9, 2006 15 $22.22
March 9, 2006 23 $22.23
March 9, 2006 15 $22.24
Page 11 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 9, 2006 373 $22.25
March 9, 2006 23 $22.26
March 9, 2006 343 $22.27
March 9, 2006 38 $22.28
March 9, 2006 8 $22.29
March 9, 2006 259 $22.30
March 9, 2006 99 $22.31
March 9, 2006 46 $22.32
March 9, 2006 23 $22.33
March 9, 2006 8 $22.34
March 9, 2006 84 $22.35
March 9, 2006 53 $22.36
March 9, 2006 91 $22.37
March 9, 2006 91 $22.38
March 9, 2006 61 $22.39
March 9, 2006 421 $22.40
March 9, 2006 15 $22.41
March 9, 2006 190 $22.42
March 9, 2006 84 $22.43
March 9, 2006 61 $22.44
March 9, 2006 168 $22.45
March 9, 2006 15 $22.46
March 9, 2006 30 $22.47
Page 12 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 9, 2006 30 $22.48
March 9, 2006 15 $22.49
March 9, 2006 61 $22.50
March 9, 2006 152 $22.51
March 9, 2006 30 $22.52
March 9, 2006 328 $22.53
March 9, 2006 15 $22.54
March 9, 2006 23 $22.55
March 9, 2006 46 $22.56
March 9, 2006 46 $22.57
March 9, 2006 145 $22.58
March 9, 2006 8 $22.59
March 9, 2006 221 $22.60
March 8, 2006 853 $22.00
March 8, 2006 76 $22.01
March 8, 2006 46 $22.05
March 8, 2006 69 $22.06
March 8, 2006 15 $22.07
March 8, 2006 23 $22.09
March 8, 2006 670 $22.10
March 8, 2006 91 $22.11
March 8, 2006 30 $22.14
March 8, 2006 15 $22.15
Page 13 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 8, 2006 8 $22.16
March 8, 2006 69 $22.20
March 8, 2006 53 $22.21
March 8, 2006 137 $22.22
March 8, 2006 69 $22.23
March 8, 2006 244 $22.25
March 8, 2006 8 $22.29
March 8, 2006 15 $22.30
March 7, 2006 5,729 $22.30
March 7, 2006 1,996 $22.35
March 7, 2006 8 $22.37
March 7, 2006 53 $22.40
March 7, 2006 8 $22.41
March 7, 2006 91 $22.42
March 7, 2006 411 $22.43
March 7, 2006 61 $22.44
March 7, 2006 8 $22.45
March 7, 2006 84 $22.46
March 7, 2006 69 $22.50
March 7, 2006 84 $22.51
March 7, 2006 23 $22.52
March 7, 2006 38 $22.53
March 7, 2006 8 $22.54
Page 14 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 7, 2006 76 $22.55
March 7, 2006 15 $22.59
March 7, 2006 8 $22.66
March 7, 2006 15 $22.75
March 7, 2006 15 $22.79
March 7, 2006 91 $22.86
March 6, 2006 344 $23.00
March 6, 2006 23 $23.01
March 6, 2006 23 $23.02
March 6, 2006 91 $23.04
March 6, 2006 61 $23.05
March 6, 2006 206 $23.06
March 6, 2006 137 $23.07
March 6, 2006 46 $23.08
March 6, 2006 23 $23.09
March 6, 2006 1,563 $23.10
March 6, 2006 381 $23.11
March 6, 2006 23 $23.12
March 6, 2006 282 $23.13
March 6, 2006 53 $23.14
March 6, 2006 137 $23.15
March 6, 2006 76 $23.16
March 6, 2006 168 $23.17
Page 15 of 17
DATE NUMBER OF SHARES PRICE PER SHARE
-------------- ---------------- ---------------
March 6, 2006 53 $23.18
March 6, 2006 76 $23.19
March 6, 2006 267 $23.20
March 6, 2006 99 $23.21
March 6, 2006 30 $23.22
March 6, 2006 53 $23.23
March 6, 2006 15 $23.25
March 6, 2006 30 $23.26
March 6, 2006 91 $23.27
March 6, 2006 160 $23.28
March 6, 2006 99 $23.29
March 6, 2006 30 $23.30
Page 16 of 17
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: May 4, 2006
YALE UNIVERSITY
By: /s/ David F. Swensen
------------------------------------
Name: David F. Swensen
Title: Chief Investment Officer
Page 17 of 17