UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)
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
November 10, 2004**
(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 ss.ss. 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).
** See explanatory note that precedes Item 4.
(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
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(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
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Number of (7) Sole Voting Power
Shares 3,468,705
Beneficially -----------------------------------------------------------
Owned by (8) Shared Voting Power
Each 166,361
Reporting -----------------------------------------------------------
Person (9) Sole Dispositive Power
3,468,705
-----------------------------------------------------------
(10) Shared Dispositive Power
166,361
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
3,635,066
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares |_|
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(13) Percent of Class Represented by Amount in Row (11)
12.4%
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(14) Type of Reporting Person
EP
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Page 2 of 5
Amendment No. 6 to Schedule 13D
The statement on Schedule 13D (the "Statement") filed on September 25,
2002, as amended by Amendment Nos. 1, 2, 3, 4 and 5 thereto filed on March 23,
2004, March 26, 2004, March 31, 2004, November 9, 2004 and November 10, 2004,
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. 6 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.
Explanatory Note
This Amendment No. 6 is being filed for the purpose of correcting certain
information set forth in Amendment Nos. 4 and 5 relating to the number of shares
of Common Stock beneficially owned by the Reporting Person and providing
additional information relating to such beneficial ownership. Only Items 4 and 5
are being amended by this filing. This Amendment No. 6 does not reflect events
occurring after the filing of Amendment No. 5, or modify or update other
disclosures therein in any way other than to amend Items 4 and 5.
Item 4. Purpose of Transaction
The disclosure in Item 4 is hereby amended and supplemented by adding the
following:
"On August 4, 2004, the Reporting Person received an award of 699 Common
Shares from the Trust in connection with payment of the annual trustee fee."
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, 3,635,066 Common Shares. The Common Shares owned
by the Reporting Person constitute approximately 12.4% of the Common Shares
issued and outstanding (computed on the basis of 29,299,224 Common Shares issued
and outstanding, as reported in the Trust's Prospectus Supplement, dated
November 4, 2004, to the Prospectus dated March 29, 2000, Prospectus dated May
14, 2003 and Prospectus dated March 19, 2004 filed with the Securities and
Exchange Commission on November 8, 2004)."
Page 3 of 5
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 3,468,705 Common
Shares and shared power to direct the disposition of 166,361 Common Shares held
of record by YURPSE. YURPSE has shared power to direct the disposition of
166,361 Common Shares.
The Reporting Person has sole power to vote 3,468,705 Common Shares and
shared power to direct the vote of 166,361 Common Shares held of record by
YURPSE. YURPSE has shared power to direct the vote of 166,361 Common Shares.
The Reporting Person disclaims beneficial ownership of the Common Shares
held by YURPSE."
Page 4 of 5
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: November 24, 2004
YALE UNIVERSITY
By: /s/ David F. Swensen
-------------------------------
Name: David F. Swensen
Title: Chief Investment Officer
Page 5 of 5