management investor presentation - q2 2013

RIOCAN INVESTOR PRESENTATION

Second Quarter 2013 August 27, 2013

TRANSFORMING…

Forward Looking Statements

2

Certain information included in this presentation contains forward-looking statements within the meaning of applicable securities laws including, among others, statements concerning our objectives, our strategies to achieve those objectives, as well as statements with respect to management's beliefs, plans, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Certain material factors, estimates or assumptions were applied in drawing a conclusion or making a forecast or projection as reflected in these statements and actual results could differ materially from such conclusions, forecasts or projections.

Additional information on the material risks that could cause our actual results to differ materially from the conclusions, forecast or projections in these statements and the material factors, estimates or assumptions that were applied in drawing a conclusion or making a forecast or projection as reflected in the forward-looking information can be found in our annual information form and annual report that are available on our website and at www.sedar.com.

Except as required by applicable law, RioCan undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

http://www.sedar.com/

One of North America’s Largest Retail REITS

3

348 retail properties in Canada & U.S.

83 million sqft total portfolio

$7.6 billion market cap

53 million sqft owned

$13.8 billion enterprise value

~86% revenue generated by national and anchor tenants

~7,900 tenancies

Core Strengths

4

Strong, reliable distribution yield provided to investors

Stable, diversified portfolio of national retail tenants

Disciplined growth strategy in Canada and U.S.

Positioned to benefit from robust acquisition activity and development pipeline

Experienced, performance driven management team

Dominant platform, geographically diversified

Conservative balance sheet / financial strength

QC

PA

VA

Property Portfolio

5 As at June 30, 2013 at RioCan’s interest

CT

MA

BC

AB

ON

QC SA MB

NB

NFLD

298 retail properties

44 million sqft

85.9% annualized rental revenue

TX

GTA


8.9 million sqft

14.1% annualized rental revenue

Property Portfolio – Canada

6

Calgary

Edmonton

Vancouver

Toronto

Montreal Ottawa

BC

AB

ON

QC

Annualized Rental Revenue by Major Market

8.5%

Major markets

combined, 72.1%

Rest of Canada, 27.9%

6.0%

3.8%

3.6%

8.8%

41.3%

PA

VA

Property Portfolio – U.S.

7

RI CT

NH

MA

TX

Regional Market Strategy & Focus Annualized Rental Revenue by State – Proforma RPAI & Dunhill Transactions

NY

MD

NJ

WV

57.1%

2.6%

0.8%

6.4%

2.0%

0.7%

3.1%

2.7%

20.4%

2.0%

2.2%


9.0 million sqft

Strong Tenant Relationships

8


9

Top 10 Canada & US Combined

Top 10 Tenant Name Annualized

Rental Revenue

Number Of Locations

Total Area Occupied (Sq. Ft. In

000s)

Weighted Avg Remaining Lease Term

(Yrs)

1 Walmart 3.7% 32 3,811 12.6

2 Canadian Tire Corporation (i) 3.5% 96 2,064 8.9

3 Cineplex/Galaxy Cinemas 3.2% 30 1,381 10.6

4 Metro/Super C/Loeb/Food Basics 3.2% 58 2,133 7.2

5 Winners/HomeSense/Marshalls 2.6% 73 1,616 6.9

6 Loblaws/No Frills/Fortinos/Zehrs/Maxi 2.5% 32 1,378 7.0

7 Target Corporation 1.8% 24 2,075 8.8

8 Staples/Business Depot 1.7% 54 1,056 6.3

9 Shoppers Drug Mart 1.6% 51 554 8.8

10 Future Shop/Best Buy 1.5% 34 769 6.1

(i) Canadian Tire Corporation includes Canadian Tire/PartSource/Mark's Work Wearhouse/Sport Mart/Sport Chek/Sports Experts/National Sports/Atmosphere

As at June 30, 2013


10

Top 10 Canada & US Combined – Pro Forma Recently announced Transactions

Top 10 Tenant Name

1 Loblaws/No Frills/Fortinos/Zehrs/Maxi/ Shoppers Drug Mart (i)

2 Walmart

3 Canadian Tire Corporation

4 Cineplex/Galaxy Cinemas (ii)

5 Metro/Super C/Loeb/Food Basics

6 Winners/HomeSense/Marshalls

7 Target Corporation

8 Staples/Business Depot

9 Sobey’s / Safeway (iii)

10 Future Shop/Best Buy

The following pro forma rankings assume the successful closings of all the deals mentioned below: (i) Loblaws has entered into an agreement to

purchase Shoppers Drug Mart which is scheduled to close in the fourth quarter of 2013. Loblaws would be RioCan’s largest tenant by gross revenue.

(ii) Cineplex has entered into an agreement to purchase certain theatre locations from Empire Co., including two locations within the RioCan portfolio. This transaction is anticipated to close during the third quarter of 2013, and upon closing, Cineplex would become RioCan’s 4th largest tenant as measured by gross revenue.

(iii) Sobeys has entered into an agreement to purchase Safeway Canada, scheduled to close in the fall of 2013. Sobeys would be RioCan’s 9th largest tenant by gross revenue.


11

Top 10 U.S.

Top 10

Tenant Name Annualized

Rental Revenue

Number Of Locations

Total Area Occupied (Sq. Ft. In

000s)

Weighted Avg

Remaining Lease Term

(Yrs)

1 Giant Food Stores/ Stop & Shop (Royal Ahold) 9.8% 20 1,025 12.6

2 Best Buy 3.8% 11 332 7.2

3 PetSmart 3.0% 15 286 5.5

4 Walmart 2.4% 5 776 15.4

5 Michael’s 2.2% 13 233 6.0

6 Ross Dress for Less 1.9% 10 235 5.3

7 Staples 1.6% 9 166 5.3

8 Bed Bath & Beyond 1.4% 9 195 6.9

9 Lowes 1.3% 3 353 15.2

10 Market Street 1.3% 2 138 10.6

As at June 30, 2013

Lease Rollover Profile

Broadly Distributed Lease Expiries

12

1,786

4,040 4,156 4,869

3,878

2013 2014 2015 2016 2017

260

677 477 452

607

2013 2014 2015 2016 2017

% Square Feet expiring / portfolio NLA Canadian Portfolio As at June 30, 2013

U.S. Portfolio As at June 30, 2013

’000s Square Feet

’000s Square Feet

4.4% 10.1% 10.3%

12.1% 9.6%

2.9% 7.6%

5.4% 5.1% 6.8%

Occupancy since 1996

Historical Occupancy Rates 1996 to Q2 2013

13

96.9%

95.0% 95.0% 95.4%

96.1% 95.6% 95.8%

96.3% 96.3%

97.1%

97.7% 97.6%

96.9% 97.4% 97.4%

97.6% 97.4%

96.7%

1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012Q2 2013

As at June 30, 2013

Financial Highlights

Q2 2013


(in millions of $ except per unit amounts)

Revenues

764 758

882 988

1,128

2008 2009 2010 2011 2012

Operating FFO*

315 324 276

380 440

2008 2009 2010 2011 2012

Operating FFO* Per Unit

1.32

1.22

1.33

1.43

1.52

2008 2009 2010 2011 2012

15

Years ended December 31st

* Note: FFO reported under IFRS for 2010 onwards, excludes trading gain income

Quarterly Financial Highlights

(in millions of $ except per unit amounts)

Revenues*

216 234 237 237

246

267 274 269 283

301 306 292

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

Operating FFO

85 83 90 93 97 100 103 106 115 116

124 121

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

Operating FFO Per Unit

0.34 0.33

0.35 0.36

0.37 0.36

0.37 0.37

0.40 0.39

0.41 0.40

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

16

2010 2011 2012

2010 2011 2012

2010 2011 2012

2013

* At RioCan’s interest 2013

2013


(in millions of $)

452 466

551

622

713

2008 2009 2010 2011 2012

Net Operating Income* Q2 2010 – Q2 2013

138 147 148 151 156

167 171 172 182 188 186 187

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

Net Operating Income 2007 –2012

17

2010 2011 2012

* At RioCan’s interest

2013


(in millions)

Distributions to Unitholders

228 261 281 285 293 316

297 318 343

367 401

426

2008 2009 2010 2011 2012 2013*

0.99 1.04 1.13 1.14 1.07 1.01 1.01

1.3275 1.36 1.38 1.38 1.38 1.38 1.41

2007 2008 2009 2010 2011 2012 2013*

Distributions to Unitholders per Unit

18

Distributions to Unitholders net of DRIP Distributions per Unit net of DRIP

* annualized

Financial Highlights • RioCan’s Operating FFO increased by 14% to $121 million for the three months ending June 30, 2013

(“Second Quarter”) compared to $106 million in the second quarter of 2012. On a per unit basis, Operating FFO increased 8% to $0.40 per unit from $0.37 per unit in the same period of 2012;

• RioCan’s Operating FFO increased by 17% to $245 million for the six months ended June 30, 2013 compared to $209 million for the same period in 2012. On a per unit basis, Operating FFO increased 9% to $0.81 per unit from $0.74 per unit for the same period in 2012;

• RioCan’s concentration in Canada’s six major markets has increased to 72.1% from 67.5% at December 31, 2012;

• Overall occupancy was 96.7% at June 30, 2013, compared to 97.4% at December 31, 2012. The decline in occupancy was largely due to five Zellers stores totalling 466,000 square feet that were returned to RioCan on April 1, 2013;

• During the Second Quarter, RioCan acquired interests in seven income properties in Canada and the US aggregating 1.1 million square feet at an aggregate purchase price of approximately $460 million at RioCan’s interest at a weighted average capitalization rate of 5.2%;

• During the quarter RioCan sold four properties located in secondary markets aggregating 1.6 million square feet at a total sale price of $364 million at a weighted average cap rate of 6.0%;

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Financial Highlights • During the quarter, RioCan redeemed its $150 million Series M debentures that carried an interest rate

of 5.65% and issued $200 million Series T ten year senior unsecured debentures at an interest rate of 3.725%;

• During the quarter, RioCan entered into an agreement to dissolve its joint venture arrangement with Retail Properties of America, Inc. ("RPAI"). Under the terms of the dissolution, RPAI will convey its 20% managing interest in eight properties to RioCan. RioCan will, in turn, convey its 80% interest in the remaining five properties to RPAI. The transaction is expected to close on October 1, 2013;

• RioCan entered into agreements to dissolve its joint venture agreements with Dunhill Partners, Inc. (“Dunhill”) after the quarter end. Under the terms of the dissolution, RioCan will acquire Dunhill’s interests in six properties at a total purchase price of $83.5 million, which equates to a capitalization rate of 6.4%. The transaction is expected to close in phases during the third and fourth quarters of 2013;

• In addition to its office in the northeastern US, RioCan is in the process of establishing a second US office to be located in Dallas Texas, and intends to assume the management duties for its Texas portfolio; and

• On July 25, 2013, RioCan announced the TSX approval of its notice of intention to make a normal course issuer bid (“NCIB”) for a portion of its Units as appropriate opportunities arise from time to time.

20

Financial Summary

21 *Coverage figures calculated on a twelve month rolling basis

Period Ended June 30,

(in millions of $ except per unit amounts) % Change

2013 vs. 2012 2013 2012

Total Revenues - consolidated 8.59% $278 $256

Total Revenues – at RioCan’s interest 9.77% $292 $266

Operating FFO 14.15% $121 $106

Operating FFO per Unit 8.11% $0.40 $0.37

Distributions to unitholders 6.00% $106 $100

Distributions to unitholders per Unit (annualized) 2.17% $1.41 $1.38

Distributions to unitholders net of distribution reinvestment plan (DRIP) 8.22% $79 $73

Distributions to unitholders net of DRIP per Unit (past 12 months) -3.81% $1.01 $1.05

Unit issue proceeds under distribution reinvestment plan 0.00% $27 $27

Distribution reinvestment plan participation rate -7.01% 25.20% 27.10%

As at % Change June 30, 2013 December 31, 2012

Total assets - consolidated 2.47% $12,931 $12,619

Total assets – at RioCan’s interest 2.38% $13,195 $12,888

Debt – consolidated 2.35% $5,579 $5,451

Debt – at RioCan’s interest 2.34% $5,851 $5,717

Debt to Total Assets – (at RioCan’s interest) - 44.20% 43.60%

Debt Service Coverage (at RioCan’s interest)* 5.05% 2.08x 1.98x

Market capitalization -7.56% $7,646 $8,271

Total capitalization (incl. Preferred Units) -3.50% $13,774 $14,274

Financial Summary

22

Occupancy and Leasing Profile 2013 2012 2011

(thousands of square feet, millions of dollars) Second quarter First quarter

Fourth quarter Third quarter

Second quarter First quarter

Fourth quarter Third quarter

Committed occupancy 96.7% 97.0% 97.4% 97.3% 97.4% 96.9% 97.6% 97.5%

Economic occupancy 95.4% 95.8% 95.9% 95.5% 95.5% 95.7% 96.6% 96.3%

NLA leased but not paying rent 640 615 711 855 871 542 466 541

Annualized rental impact $15.00 $15.00 $15.00 $18.00 $18.00 $12.00 $11.00 $12.00

Retention rate - Canada 95.9% 68.3% 94.3% 84.8% 89.9% 91.2% 90.5% 88.9%

% increase in average net rent per sq ft - Canada 12.0% 13.4% 18.4% 12.9% 13.4% 10.0% 14.5% 7.2%

Retention rate - US 92.0% 98.8% 87.6% 96.3% 84.2% 83.1% 95.7% 89.9%

% increase in average net rent per sq ft - US 4.3% 2.3% 5.1% 6.0% 7.3% 7.2% 8.9% 6.4%

Average in place rent $15.77 $15.77 $15.70 $15.85 $15.33 $15.37 $15.14 $15.09

Same store growth - Canada 0.6% 0.1% 0.2% 0.0% 1.5% 1.5% 1.9% 1.3%

Same store growth - US 1.4% 1.4% 1.9% -0.3% 1.3% -0.6% 1.3% 1.0%

Financial Summary

23

(thousands of dollars)

Three Months Ended June 30, 2013 2013 2012 Increase

(decrease)

Net Operating Income

Same store1 $138,209 $137,442 0.6%

Land use intensification $1,191 $1,371 nm

Same properties2 $139,400 $138,813 0.4%

Acquisitions & Dispositions $13,205 $3,688 nm

Greenfield development $3,358 $2,875 16.8%

NOI before adjustments $155,963 $145,376 7.3%

Lease cancellation fees $209 $709 nm

Straight-lining of rents $1,253 $973 28.8%

NOI – At RioCan’s interest $157,425 $147,058 7.0%

“nm” – not meaningful. 1 Same store refers to those income properties that were owned by RioCan and had consistent leasable area in both periods. 2 Same properties refer to those income properties that were owned by RioCan throughout both periods.

Net Operating Income Canadian Portfolio

Financial Summary

24

(thousands of dollars) Three Months ended June 30,

2013 2012 Increase (decrease)

Base rent – US$ $22,817 $22,722 0.4%

Property tax and operating cost recoveries – US$ 6,410 6,037 6.2%

Other – US$ 195 155 nm

Rental revenue – US$ 29,422 28,914 1.8%

Property operating costs – US$ 8,089 7,880 2.7%

Same store and same properties 12– US$ $21,333 $21,034 1.4%

Foreign currency translation adjustment 649 159 nm

Same store and same properties 12 – CDN$ 21,982 21,193 3.7%

Acquisitions 6,750 – nm

NOI before adjustments $28,732 $21,193 35.6%

Dispositions – 1,086 nm

Lease cancellation fee – – nm

Straight-lining of rents 783 758 nm

NOI – At RioCan’s interest $29,515 $23,037 28.1%

“nm” – not meaningful. 1 Same store refers to those income properties that were owned by RioCan and had consistent leasable area in both periods. 2 Same properties refer to those income properties that were owned by RioCan throughout both periods..

Net Operating Income US Portfolio

Conservative Debt Profile

• Debt‐to‐Total Assets of 44.2% at June 30, 2013;

• Total operating lines $429 million with approximately $391 million available at June 30, 2013

• Unencumbered pool has a fair value of $1.9 billion

• Floating rate debt 6.3% of aggregate debt

• Strong coverage ratios in Q2 2013 • EBITDA interest coverage of 3.04x

• Debt service coverage of 2.19x and

• Fixed charge coverage of 1.08x

25 * At RioCan’s interest

RioCan Capital Structure

34.2%

11.2% 2.1%

52.6%

0%

25%

50%

75%

100%

Book Value*

Common Units - 303 million units outstanding, $7.6 billion market capitalization

Preferred Units - $277 million market capitalization

Debentures - $1.5 billion

Mortgages & Lines of Credit - $4.4 billion

26

32.0%

10.5% 2.0%

55.5%

0%

25%

50%

75%

100%

Market Value

Total Assets – $13.2 Billion Total Enterprise Value* – $13.7 Billion


Conservative Debt Structure Growth in Asset vs Debt

27

Modest Leverage, Strong Interest Coverage

• RioCan has consistently adhered to a conservative debt policy even through periods of considerable growth

• 60% max permitted under covenant

• Interest coverage well in excess of the 1.65x maintenance covenant

47.3% 48.2% 51.9% 53.1% 53.8% 53.9% 56.6% 56.3% 54.9% 55.6% 49.1% 46.4% 43.5% 44.2%

2.9x 2.9x 2.6x 2.6x 2.7x 2.8x 2.9x

2.7x 2.6x

2.2x 2.5x 2.5x

2.7x 3.0x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012Q2 2013

Leverage Interest Coverage

28 * At RioCan’s interest

Debt Maturity Schedule

29

• Long‐term, staggered debt maturity profile

• 4.5% Overall WAIR and 4.7 Year weighted avg. term to maturity at RioCan’s interest

• Low floating rate debt exposure (6.3% of total debt) at RioCan’s interest

5.9%

4.6% 4.6% 4.7%

3.8%

4.4%

3.00%

4.00%

5.00%

6.00%

7.00%

0

500

1,000

1,500

2,000

2,500

3,000

2013 2014 2015 2016 2017 Thereafter

Scheduled principal amortization

Mortgages payable$ Millions

Weigh

ted A

vg. Interest R

ate on

Matu

ring D

ebt

129 484

775 875

1,095

2,487

Leverage and Coverage Ratios & Targets

30

3 Months Rolling 12 Months

Targeted Ratios

June 30/13 5

June 30/13

June 30/13

Dec. 31/12*

Dec. 31/12

Interest coverage ratio1 >2.75x 3.04x 2.79x 2.81x 2.69x 2.69x

Debt service coverage ratio2 >2.25x 2.19 2.06 2.08 1.98 1.99

Fixed charge coverage ratio3 >1.1x 1.08 1.04 1.06 1.04 1.05

Net operating debt to adjusted operating EBITDA ratio4

<6.5x 7.52 7.52 7.18 7.09 7.08

Unencumbered Assets ($millions)

$1,863 $1,353

Unsecured Debentures ($millions)

$1,455 $1,299

Unencumbered Assets to Unsecured Debt

>130% 128% 104%

(1) Interest coverage defined as: Adjusted EBITDA for the period, divided by total interest expense (including interest that has been capitalized). (2) Debt service coverage defined as: Adjusted EBITDA for the period, divided by total interest expense and scheduled mortgage principal amortization (including interest that has been capitalized). (3) Fixed charge coverage is defined as: Adjusted EBITDA for the period, divided by total interest expense (including interest that has been capitalized) and distributions to common and preferred unitholders. (4) Net operating debt to Adjusted Operating EBITDA is defined as: the average debt outstanding (net of cash) for the period less debt related to property under development divided by Adjusted EBITDA excluding amounts related to property under development (5) Adjusted to exclude interest capitalized. * Restated on same basis as June 30, 2013


Growth Strategy

Future Growth Drivers

32

Future Growth

Drivers

Institutional

Relationships

Organic

Growth

Acquisitions

Development

Pipeline

Land Use

Intensification

Organic Growth

Canadian Portfolio

33

Lease Expires

(thousands except psf and % amounts Portfolio NLA 2013 2014 2015 2016 2017

Total 40,200 1,786 4,040 4,155 4,869 3,878

Square Feet expiring/portfolio NLA 4.4% 10.1% 10.3% 12.1% 9.6%

Total average net rent psf $16.14 $18.87 $16.83 $16.53 $16.71 $18.36

Ability to add growth through rental renewals with 47% of leases renewing over next five years. • In Q2 2013 achieved renewal rent increases of 12% or $2.14 psf with an average renewal rate of $19.98. • Retention rate of 95.9%.

$12

$13

$14

$15

$16

$17

$18

$19

$20

0

700

1,400

2,100

2,800

3,500

4,200

4,900

2008 2009 2010 2011 2012 2013ytd 2013 2014 2015 2016

Re

nt

PSF

Squ

are

Fe

et

(‘0

00

s)

RioCan Lease Maturity Schedule and Renewal History

Square feet renewed/expiring (left axis) Achieved Renewal Rent PSF Expiring Rent PSF

34

Leasing of the Zellers stores not taken by Target should, in aggregate provide an opportunity for RioCan to generate additional rental income going forward, as the lease income previously generated by Zellers was considerably below current market rental rates. • RioCan has nine locations leased by Zellers that were not selected by Target comprising approximately 727,000 square feet

(640,000 square feet at RioCan’s interest) contributing $6.6 million of annual gross revenue ($6 million at RioCan’s interest). • Average base rent on this space of $5.28 per square foot contributing $6.6 million of annual gross revenue ($6 million at

RioCan’s interest). • RioCan received a lease termination fee on these five remaining Zellers locations of $9.3 million.

RioCan has negotiated firm leases and conditional LOI’s for 395,000 square feet or 62% of the former Zeller’s space (at RioCan’s ownership interest) accounting for $6.1MM of gross revenue or 102% of the gross rent formerly paid by Zellers (at RioCan’s ownership interest). The average base rent on the re-leased space is $10.21 per square foot compared to the $5.28 per square foot formerly received from Zellers representing a 93% increase. Given the significant amount of work required to redevelop and reposition the properties, RioCan estimates that the construction and tenant fixturing period will average approximately one year.

Zellers update

Organic Growth

U.S. Portfolio

35

Lease Expires

(thousands except psf and % amounts Portfolio NLA 2013 2014 2015 2016 2017

Total 8,904 260 678 477 452 607

Square Feet expiring/portfolio NLA 2.9% 7.6% 5.4% 5.1% 6.8%

0%

20%

40%

60%

80%

100%

2013 2014 2015 2016 2017

Leases Expiring Total Portfolio Cumulative

Square Feet expiring/portfolio NLA

Ability to add growth through rental renewals with 28% of leases renewing over next five years.

• In Q2 2013 achieved renewal rent increases of 4.3% or $0.60 psf with an average renewal rental rate of $14.48 • Maintained a retention rate of 92.0%

Acquisitions

36

2010 2011 2012 2013 H1

$986

$1,100

$926

$479

Annual Acquisitions – Canada & US Purchase price at RioCan’s interest (millions)

Total

$3.49 Billion

Acquisitions

Track Record – Acquisitions 2011 – Q2 2013

37

Location Cap Rate RioCan’s Purchase Price

(millions)

Canada 6.4% 506

United States 6.9% 567

2011 Acquisitions 6.6% $1,073

Canada 5.7% 543


2012 Acquisitions 6.1% $926

Canada 5.2% 471


Q1 & Q2 2013 5.2% $479

Grand Total 2011-Q2 2013 6.1% $2,478

Dissolution of JV with Retail Properties of America, Inc.

(“RPAI”) and Dunhill Partners

Transaction Highlights - RPAI

• RioCan and RPAI have agreed to dissolve their joint venture arrangement formed in 2010;

• RPAI to acquire from RioCan a 80% interest in 5 properties to increase their ownership to 100%.

• When completed, RioCan will own a 100% interest in eight high quality retail assets in Texas, including the dominant power centres in Austin and San Antonio. The portfolio includes four Target shadow anchored centres in Austin, San Antonio and Temple, as well as four exceptional grocery anchored or shadow anchored centres in Houston and Dallas.

• The additional 20% interest will provide RioCan with a 100% ownership interest for 2.5 million square feet of RioCan’s 4.3 million square foot portfolio in Texas.

39


• The gross purchase price for the 8 properties is $96.6 million, representing a capitalization rate of 6.9%. Under the terms, RioCan will assume RPAI’s share of the current in place mortgage financing of $41.8 million, which carries an average interest rate of 3.7% and has an average term to maturity of 2.9 years. The purchase price for the 8 properties net of financing and mark to market adjustment on debt is $53.7 million.

• RioCan will sell its 80% ownership in five assets at a gross purchase price of $102.8 million ($45.6 million net of financing and mark to market adjustment on debt).

• RioCan’s US portfolio is composed of 26 properties containing 4.6 million square feet in the Northeastern US and 4.3 million square feet in 24 properties (19 properties containing 4.3 million square feet on completion) in Texas.

40


41

High quality assets with a focus towards grocery anchored centres

Transaction Highlights - RPAI Assets to be Acquired

42

Property Name Location NLA Occupancy Major Tenants

1890 Ranch Austin 486,896 90.5% Super Target (shadow), Ross Dress for Less, Beall’s, PetSmart

Alamo Ranch San Antonio

465,371 89.4% Super Target (shadow), Ross Dress for Less, Dick’s Sporting Goods, PetSmart, Michaels

Bear Creek Shopping Center Houston 87,912 98.8% HEB

Bird Creek Crossing Temple 124,941 100.0% Target (Shadow), Home Depot (Shadow), PetSmart, Michaels, Office Max

Great Southwest Crossing Dallas 92,270 100.0% Sam’s Club (shadow), Kroger (Shadow), PetSmart, Office Depot

Riverpark Phase I,II Houston 253,011 95.9% HEB, LA Fitness, Dollar Tree

Southpark Meadows Austin 921,141 97.0% Walmart (ground lease), Super Target (Shadow), Bed Bath & Beyond, Marshalls, Ross Dress for Less, Sports Authority

Suntree Square Dallas 99,269 94.2% Tom Thumb (Safeway),

TOTAL / W.A. 2,530,811 94.4%

Transaction Highlights - Dunhill

Dunhill Partners Inc. (Dunhill)

• RioCan has entered into an agreement to dissolve its joint venture agreement with Dunhill. Under the terms of the dissolution, RioCan will acquire its partner’s interests in six properties for a total purchase price of US$83.5 million, which equates to a capitalization rate of 6.4%. The six properties are; Arbor Park, Las Colinas Village, Las Palmas Marketplace, Lincoln Square, Louetta Central and Timber Creek Crossing.

• Under the terms of the transaction, RioCan will assume Dunhill’s share of the existing in place mortgage financing on the six properties aggregating to approximately US$42 million, which carries an average interest rate of 4.97% and has an average term to maturity of 8.2 years. The properties to be acquired have an average occupancy of 97.1%. The transaction is expected to close on a property by property basis over the third and fourth quarters of 2013.

43

Transaction Highlights - Dunhill Assets to be Acquired

44

Property Name Dunhill’s interest

Location NLA Occupancy Major Tenants

Arbor Park 15% San Antonio 139,718 98.5% Ross Dress for Less, Office Max, Michaels

Las Colinas Village 15% Irving (Dallas)

104,741 100% Staples

Las Palmas Marketplace 36.6% El Paso 637,272 98.2% Lowe’s, Kohl’s, Bed Bath & Beyond, Ross Dress for Less

Lincoln Square 18.12% Arlington (Dallas)

471,597 91.9% Best Buy, Ross Dress for Less, Stein Mart, Michaels

Louetta Central 15% Houston 179,995 100% Walmart (shadow), Kohl’s, Ross Dress for Less, Michaels,

Timber Creek Crossing 20% Dallas 470,057 98.5% Walmart, JC Penny

TOTAL / W.A. 2,003,380 97.1%

RioCan Cedar Dissolution Transaction Highlights

• In October 2012, RioCan and Cedar Realty Trust entered into an agreement to dissolve their joint venture formed in late 2009.

• RioCan acquired Cedar’s 20% interest in 21 properties to increase its ownership to 100% and Cedar has acquired from RioCan an 80% interest in Franklin Village to increase its ownership to 100% in the property.

• The gross purchase price for the 21 properties was $120 million, representing a capitalization rate of 6.5%. Under the terms, RioCan assumed Cedar’s share of the in place mortgage financing of $54.4 million, which carried an average interest rate of 5.2% and had an average term to maturity of 5.2 years. The purchase price for the 21 properties net of financing and mark to market adjustment on debt was $64.4 million.

• RioCan sold its 80% ownership in Franklin Village at a gross purchase price of $60.1 million ($25.4 million net of financing).

• Net cash investment by RioCan of approximately $39 million.

• In February 2013, RioCan sold its entire position of 9.4 million shares of Cedar for $48 million.

• In January 2013, RioCan opened a regional office in Mount Laurel, New Jersey and effective February 1, 2013 RioCan assumed property and asset management functions for its Northeast portfolio.

45 Figures in US dollars

Recent Enclosed Mall Acquisitions

46

Burlington Mall, Burlington, Ontario Oakville Place, Oakville, Ontario Georgian Mall, Barrie, Ontario

Recent Enclosed Mall Acquisitions Impact on Property Type Mix

47

RioCan plans to actively increase its presence in two sectors; enclosed regional malls and urban retail centers, as a means of leveraging its retail tenant base across the US and Canada. The 2012 purchase of Georgian Mall along with the acquisitions of Oakville Place and a 50% interest in Burlington Mall in April 2013, and the redevelopment and development of certain retail centers such as Yonge Eglinton Center, Sheppard Center, Lawrence Square, Shoppers World Brampton and the Globe and Mail lands complement RioCan’s strategic goals to increase its presence in regional malls and urban retail centres. RioCan considers these sectors to have strong growth and value creation potential. There are additional opportunities for organic growth within the acquired shopping centres, which RioCan believes it can realize with its deep infrastructure and management strength.

Office, 4.3%

Urban Retail, 8.6%

Enclosed Shopping

Centre, 15.1%

Non-Grocery Anchor, 5.0%

Grocery Anchored

Centre, 18.3%

New Format Retail, 48.7%

As at March 31, 2013 Office, 5.0%

Urban Retail, 8.0%

Enclosed Shopping

Centre, 18.3%

Non-Grocery Anchor, 5.1%

Grocery Anchored

Centre, 18.8%

New Format Retail, 44.8%

June 30, 2013

RioCan Primaris Acquisitions

• RioCan completed the purchase of a 50% interest in Burlington Mall in Burlington, Ontario, and a 100% interest in Oakville Place in Oakville, Ontario. – The gross purchase price for these two properties was approximately $362 million (at RioCan’s interest) at a cap rate of approximately 5.0%.

In connection with the purchase, RioCan assumed, at its interest, the in place mortgage financing of approximately $165 million. The purchase price was reduced by a mark-to-market adjustment on closing in consideration of the debt’s above market interest rate, which was $9.8 million.

• Extends RioCan’s retail reach to develop deeper relationships with fashion tenants and could create additional opportunities at RioCan’s urban properties and Outlet Centres.

• RioCan also acquired a third asset, South Cambridge Centre from H&R REIT at a purchase price of $35 million at a cap rate of approximately 6.7%.

48

Burlington Mall, Burlington, Ontario Oakville Place, Oakville, Ontario

Recent Acquisitions Georgian Mall

• In Q3 2012, RioCan purchased Georgian Mall in Barrie, Ontario for $318 million at a 5.4% cap rate

• Obtained first mortgage financing of $185 million at a 3.1% interest rate

49

• RioCan’s largest single acquisition by dollar amount • A dominant regional mall in a quickly growing market with solid

demographics

Extracting Value by Recycling Capital

• RioCan had dispositions of $364 million during the quarter and dispositions of $374 million during the six months ended June 30, 2013.

• Subsequent to the quarter end, RioCan sold one property in Canada at a sale price of $4 million.

• RioCan has two property dispositions in Canada under firm contract where conditions have been waived pursuant to a purchase and sale agreement at a sale price of $13 million. Additionally, RioCan has two property dispositions under conditional contract where conditions have not yet been waived pursuant to purchase and sale agreements at an aggregate sale price of $9 million. RioCan is also in the process of marketing for sale two other properties in Canada.

• Current asset sales plan involves selling centres in lower growth and tertiary markets;

• These asset sales will further enhance RioCan’s strategy to be focused in Canada’s high population, high growth markets;

– RioCan’s concentration in Canada’s six high growth markets exceeds 70% (Year end 2012 68%)

– Capital from asset sales redeployed into enclosed mall acquisitions.

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RioCan’s plan to recycle capital into higher growth assets will provide for enhanced returns to unitholders and a reduced need for access to public equity markets to raise capital.

Extracting Value by Recycling Capital Growth in Canada’s 6 Major Markets

RioCan’s program of recycling capital is to shift the portfolio’s geographic allocation away from low growth markets into Canada’s six high growth major markets.

Markets with highest population growth will outperform smaller markets with little growth or negative populations statistics.

2008 2012 30-Jun-13

65.9% 67.5%

72.1%

51

Development Activity Development Pipeline

52

RioCan’s greenfield program consists of 15 development projects that are expected to add 7.9 million square feet (3.5 million square feet at RioCan’s interest) over the next seven years. • 0.8 million square feet is already

income producing

• Key component of RioCan’s organic growth strategy

• Focused on well located urban and suburban developments in Canada’s six major markets

* Subject to preleasing and market conditions

RioCan’s development portfolio is expected to add considerable value to the overall investment property portfolio over the next 3-5 years. These assets are expected to generate higher yields than what can currently be achieved in the acquisition market.

0

500

1000

1500

2000

2013 2014 2015 2016 2017 2018 2019

Pip

elin

e N

LA

Committed Non-committed

Development Activity - Current Portfolio

69% 19%

1% 11%

Property Type as a % of Development Portfolio

Power Centre Main Street/Urban

Convenience Retail Excess Land

53

Alberta 14%

New Brunswick 5%

Ottawa 12%*

Suburban GTA 38%*

Toronto 13%*

Other Ontario 18%*

Ontario 81%

Development Portfolio by Geographic Diversification

* % of total portfolio

Development Activity

At June 30, 2013

Total developments comprise 11.0 million square feet, including shadow anchors (7.9 million square feet included in Greenfield developments and 3.1 million square feet of Urban intensification projects).

• RioCan’s interest consists of 3.5 million square feet of Greenfield development and 1.5 million square feet of Urban intensification projects

• Total estimated development spending of $46 million for the balance of 2013 on Greenfield and Urban intensification activities. Expected to increase to over $100 million per year.

• RioCan’s committed active development pipeline totals approximately $349 million, with an additional $184 million of Non-committed development costs projected.

• Generate unlevered yield between 7% to 11%, at a weighted average of 8.0% to 9.0%

• Recent Urban Development acquisitions include Yonge & Eglinton Northeast corner, Bathurst & College, and 740 Dupont in the GTA and Herongate Mall in Ottawa, ON

• In July 2012, RioCan formed a JV with Allied Property REIT to develop sites in major markets across Canada

• RioCan, Allied Properties and Diamond Corp entered into a joint venture arrangement and have acquired two parcels which comprise the Globe and Mail site in downtown Toronto

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Development Pipeline Greenfield developments through in‐house capabilities and with partners, such as Trinity, Allied Properties, KingSett Capital, and Canada Pension Plan Investment Board (CPPIB)


In millions of square feet NLA – 100%

NLA – RioCan%

Income producing

2013 2014 2015 2016+

Greenfield Development 7.9 3.5 0.8 - 0.6 0.6 1.5

Urban Intensification 3.1 1.5 0.1 - - - 1.4

11.0 5.0 0.9 - 0.6 0.6 2.9

Expansion & Redevelopment 1.7 1.3 - 0.3 0.5 0.4 0.1

Total 12.7 6.3 0.9 0.3 1.1 1.0 3.0

(i) - Construction financing relates to greenfield Development and Urban Intensification activities

Estimated NLA Summary by Development Category

55


PUD Balance: Active

Committed Non-Committed Non-active Total

Greenfield Development $207 $56 - $263

Urban Intensification 46 99 - 145

Expansion and Redevelopment 95 30 - 125

Excess Density - - 41 41

Other (i) - - 7 7

Total $349 $184 $48 $581

Greenfield Development: vacant land located in suburban markets. Urban Intensification: development or redevelopment projects located in urban markets. Expansion and Redevelopment: projects that will improve the property through demolition, renovation and/or the addition of density. Excess Density: leasable area identified and available for future development if and when the market demand exists. Active Committed: a property where the pro forma budget has been approved, all major planning issues have been resolved, tenants have been secured and construction is about to start or has started. Active Non – committed: a property where the development team is creating the pro forma budget, all planning issues are being resolved, the leasing team is in the process of securing tenants, but construction has not started. Non – active: a property that has future development potential.

Properties Under Development at June 30, 2013

56


In millions 2013 2014 2015 Future Development

Total

Greenfield Development $42.6 $25.5 $11.0 $327.0 $406.1

Urban Intensification 3.1 5.0 19.1 394.5 421.8

45.8 30.5 30.1 721.5 827.9

Construction Financing (i) (4.5) (7.0) (3.8) (521.2) (536.5)

41.2 23.5 26.3 200.4 291.4

Expansion & Redevelopment 48.4 94.7 114.4 - 258.2

Total Construction Expenditures 89.6 118.2 140.7 200.4 $548.9

Mezzanine Financing 11.8 3.8 0.2 38.8 54.6

Total RioCan Financing $101.4 $122.0 $140.9 $239.2 $603.5

(i) - Construction financing relates to greenfield Development and Urban Intensification activities

Estimated Spending Summary by Development Category

57

Development Pipeline

58

• RioCan, Allied Properties and Diamond Corp announced in November 2012 that they had entered into a joint venture arrangement to acquire the Globe and Mail site in downtown Toronto. In April 2013, the partners also purchased an adjacent parcel.

• Acquired at a purchase price of $136 million (at 100%). Second parcel (highlighted in red) acquired at a purchase price of $37 million (at 100%).

• Project is expected to be mixed use retail, office and residential.

• The joint venture will be structured on a 40/40/20 basis between RioCan, Allied and Diamond. RioCan and Allied would act as joint development and construction managers. Upon completion of any projects RioCan would act as property manager for any retail portion of the property and Allied would act as property manager for any office portion

RioCan & Allied Properties REIT Joint Venture

Globe & Mail Lands

Source: RBC


59

• RioCan and Allied Properties announced in July 2012 that they had entered into a joint venture arrangement to acquire sites in the urban areas of major Canadian cities that are suitable for mixed use intensification

• The joint venture is structured on a 50/50 basis between RioCan and Allied. RioCan and Allied would act as joint development and construction managers. Upon completion of any projects RioCan would act as property manager for any retail portion of the property and Allied would act as property manager for any office portion

• First two sites to be developed are:

– College and Manning which will be developed into a mixed use complex with approx. 125,000 square feet and

– King and Portland which will be developed into a mixed use complex with approx. 400,000 square feet in Toronto, Ontario.

RioCan & Allied Properties REIT Joint Venture

King Street

College and Manning


60

Target will open 24 locations in RioCan’s portfolio

• First 15 locations,

• Eight have opened year to date

• The majority to open throughout the remainder of 2013

• Target will be the anchor tenant at RioCan’s St Clair and Weston road project Stockyards

• Canada’s first purpose built Target location opening spring 2014

• RioCan employing an extensive capital improvement program for those locations where it feels the cash flow can be improved

• RioCan expects to spend approximately $18 million to upgrade existing shopping center infrastructure and aesthetics


61

St. Clair & Weston, Toronto 555,000 sqf. two storey retail – Projected Completion 2014

Anchor Tenant - Target

Development Partners: Trinity and Canada Pension Plan Investment Board (“CPPIB”)


• 2.8 acre site located in the East Village area of downtown Calgary, Alberta.

• The site was acquired on a 50/50 joint venture basis with KingSett Capital at a purchase price of $20 million.

• The joint venture is contemplating the development of 526,000 square feet of mixed use retail and office space.

• Development is anticipated to commence in the spring of 2014.

62

Calgary East Village


• This 160 acre site located in Oshawa, Ontario is currently being developed into a 1.2 million square foot regional new format retail centre.

• RioCan acquired its partners’ interests in July 2011. RioCan now owns 100% of this development site.

63

Sage Hill, Calgary

Windfield Farms, Oshawa

RioCan has completed the acquisition of Sage Hill Crossing, a 34 acre greenfield development site in Northwest Calgary. The purchase price for the lands, which will be serviced and zoned at the time of closing, will be $32 million ($16 million at RioCan’s interest). RioCan will own the development on a 50/50 basis with KingSett Capital. Once completed, the anticipated gross leasable area is 378,000 square feet of retail use. A letter of intent is in place with Walmart for a land lease and a binding offer to lease has been executed with Loblaws for a 45,000 square foot store. Development is expected to commence in 2013.

Canadian Outlet Centre Development

• In 2011, RioCan entered into an exclusive joint venture for the acquisition, development and leasing of sites across Canada that are suitable for development or redevelopment as outlet shopping centres similar in concept and design to those within the existing Tanger U.S. portfolio.

• In December 2011, RioCan and Tanger acquired the Cookstown Outlet Mall, located about 45 minutes north of Toronto. A 161,000 square foot outlet centre with the potential to add a further 160,000 square feet of retail space, which broke ground during the second quarter of 2013.

• In November 2012, RioCan and Tanger acquired two sites in the Montreal area, Les Factoreries Saint-Sauveur, and Le Carrefour Champetre (Bromont Outlet Centre). The Montreal sites are existing centres which will be expanded and re-branded as Tanger Outlet Centers.

• The joint venture currently has a 52.5 acre site in Kanata, Ontario, which broke ground during the second quarter 2013.

• Currently have a site under contract in the Calgary market.

64


• 161,000 square foot outlet centre with the potential to add a further 160,000 square feet of retail space

• Ground breaking ceremonies on expansion were held in Q2 2013.

65

Cookstown Outlet Mall Purchased in December 2011 with Tanger Factory Outlet Centers.


• 52.5 acre site, approximately 20 kilometres west of Ottawa

• To be developed into a 347,000 square foot outlet centre

• Ground breaking ceremonies on expansion were held in Q2 2013.

66

West Kanata Lands

On April 23, 2013 RioCan and Tanger purchased the West Kanata Lands

Development Pipeline Tanger Opportunities


• Well established outlet centre in suburban Montreal

67

Les Factoreries, St-Sauveur Tanger Outlet Centre

Development Pipeline Tanger Opportunities


• Established outlet centre located 85kms east of Montreal, near the eastern townships

68

Bromont Tanger Outlet Centre – Bromont, Quebec

Land Use Intensification and Urban Development

• Capitalize on trend in Canada’s six high growth markets towards “densifying” existing urban locations, driven by:

– Prohibitive costs of expanding infrastructure beyond urban boundaries

– Environmental concerns

– Maximizing use of mass transit

– Generate high yields as land is already owned

69

“Densifying” existing urban locations

70

Yonge Eglinton Centre - Toronto, Ontario

• RioCan’s acquired the property for $223 million

• launched revitalization and expansion plan to capitalize on area’s residential intensification

• significant increases in NOI and occupancy

Creating New Cash Flow Sources

71

RioCan Yonge Eglinton Centre –The Cube

Location: Toronto, Ontario

Intersection: Yonge & Eglinton

Total Proposed GLA: 45,000 square feet

Design Concept: Urban Retail

Construction Start: Q2 2013

Today

Proposed


72

The Sheppard Centre, Toronto


Intersection: Yonge & Sheppard



Today

• Potential for both retail and residential expansion

• Fast growing area of

North Toronto

Proposed


73


Intersection: Yonge & Eglinton



Anticipated Completion: 2017

NE Yonge Eglinton - Toronto, Ontario

Today

Proposed


74


Intersection: 740 Dupont Street




740 Dupont - Toronto, Ontario


75

420 Bathurst Street, Toronto


Intersection: Bathurst & Dundas




Urban Intensification

• Located at the busy intersection of Bayview Avenue and Eglinton Avenue in midtown Toronto

• The site benefits from excellent demographics and is a probable location for a stop along the proposed Eglinton subway line

• The property is an excellent location for a redevelopment project similar to what has been accomplished at 1717 Avenue Road

76

RioCan has a number of Urban Intensification opportunities in the GTA market

Sunnybrook Plaza, Toronto, ON

Queensway Cineplex, Toronto, ON

• Located in Western Toronto at the corner of The Queensway and Islington Avenue with access to the Queen Elizabeth Way (QEW)

• The Currently anchored by Cineplex, which will be expanded to include VIP screens. This centre is an ideal property for additional density and potential redevelopment into a mixed‐use facility, in keeping with the trend of urban intensification

Urban Intensification – Completed Projects

77

Queen & Portland, Toronto, ON

Before

After


Intersection: Portland & Queen


Design Concept: Mixed‐use facility Construction Completed: 2011

Urban Intensification – Completed Projects

78

1717 Avenue Road, Toronto, ON


Intersection: 1717 Avenue Road


Design Concept: Mixed‐use facility Construction Completed: 2011

Strong Institutional Relationships

• Through the years RioCan has developed strong institutional relationships

• Leverage RioCan’s capital to enhance returns and increase scale of investments

• Generate additional revenue streams Property and asset management fees

• RioCan recently entered into a Joint Venture arrangement with KingSett Capital when it acquired the Sheppard Centre – RioCan manages the property, acts as leasing manager for the property and will

be the development manager in connection with any redevelopment of the property.

– Currently partnered with KingSett on the acquisition of the Sage Hill development site.

– Currently partnered with KingSett on the acquisition of Burlington Mall as part of the Primaris acquisition

• RioCan has also developed a strong relationship with Allied properties – RioCan has partnered with Allied on the urban development sites of King &

Portland and College street in Toronto.

– RioCan, Allied, and Diamond Corp. have entered into a joint venture to develop the Globe and Mail lands at Front Street and Spadina in downtown Toronto.

79


• RioCan REIT and Kimco Realty Corporation, a U.S. REIT listed on the NYSE which also focuses on the ownership of shopping centres, each have a 50% interest in RioKim joint venture.

• Invested over $1.2 billion in 45 properties since 2001 comprising over 9.3 million sq. ft. of GLA including a 10 property portfolio in central and eastern Canada purchased in September 2008.

• RioCan provides asset and property management, development and leasing services to RioKim in Canada.

• RioCan recently acquired an 80% interest in Montgomery Plaza in Fort Worth, Texas from Kimco, who remains a 20% owner in the property and provides property management and leasing services.

80

RioKim Joint Venture Brentwood Village

Tillicum Centre


• In October 2004, RioCan REIT and CPPIB announced an agreement to acquire premier regional power centres in Canada on a 50/50 basis as a core, long‐term holding strategy

• Today, RioCan and CPPIB are partners in over 1.3 million sq. ft. of completed regional power centres and approximately 3.0 million sq. ft. of planned development projects

• RioCan provides property and asset management, leasing, development and construction management services for the co‐ownership

81

CPPIB Joint Venture RioCan Centre Burloak ‐ Before

RioCan Centre Burloak ‐ After


• Acquired in December 2009 on a 50‐50 basis

• Unique asset located in the Greater Vancouver Area market of Surrey

• Diverse and strong tenant mix

• 529,827 sq. ft. anchored by a 217,278 sq. ft. Walmart

82

CPPIB Strategic Alliance Grandview Corners

• RioCan completed the rezoning for its St. Clair and Weston Road development with Trinity and Canada Pension Plan Investment Board (“CPPIB”) in Toronto.

• Site work commenced in the fourth quarter of 2011. Expected completion in first half of 2014

St. Clair & Weston


• RioCan has successfully completed the rezoning requirements for its East Hills development with Trinity, CPPIB and the original vendor in Calgary, Alberta.

• The East Hills development consists of three phases. Phase I and III comprise approximately 111 acres and Phase II comprises approximately 37 acres.

83

CPPIB Strategic Alliance East Hills

• Jacksonport, located at 36th Street NE and Country Hills Boulevard NE in Calgary, is a 105 acre development site.

• Will be developed into a new format retail centre with CPPIB and Trinity

• Upon completion, the development is expected to feature approximately 1.1 million square feet of retail space.

McCall Landing

RioCan Yonge Eglinton Centre

2300 Yonge Street, Suite 500

PO Box 2386

Toronto, Ontario

M4P 1E4

TRANSFORMING…

management investor presentation - q2 2013

Investor Relations

gross revenue

strong tenant relationships

qc annualized rental

riocans largest tenant

property portfolio canada

retail properties

forwardlooking statements

sqft total portfolio