MANAGEMENT S DISCUSSION AND ANALYSIS

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1 Highlights of greenfield development pipeline as at March 31, 20, are as follows: Estimated square feet upon completion of the development project square feet) Retailer owned anchors Anticipated date of development completion leasing activity Current (ii) Leased development Partners Anchors estimated development CPP / Lansdowne / 40 Tristar Walmart, Cineplex Q Q Q2 1, (iii) s Potential future developments Development East Hills, Calgary, AB* Flamborough Power Centre, Hamilton, Sage Hill, Calgary, AB* Kingsett Walmart, Loblaws, London Drugs Committed Vaughan, Vaughan, Ph Windfield Farms, Oshawa, * Trinity / Strathallan 1, ,061 Non-committed 1, ,068 2, , (ii) (iii) * Retailer owned anchors include both completed and contemplated sales. Leasing activity includes leasing that is conditional on receiving municipal approvals and meeting construction deadlines. The first phases are expected to be substantially complete by the date indicated. Property represents one of properties under development. Acquisition and development expenditures incurred to date dollars) Estimated project cost () IPP PUD Estimated remaining construction expenditures to complete Development East Hills, Calgary, AB Flamborough Power Centre, Hamilton, Sage Hill, Calgary, AB 40 $ 308,314 $ 31,405 7,560 38,965 38,965 22,788 22, ,322 5,695 18,325 24,020 21,909 45,929 33,197 33,197 66,394 6,834 6,834 6, , , ,132 Committed Windfield Farms, Oshawa, 482,389 37, , , , , ,395 7,785 7,785 11,4 18, ,476 53,211 53,211 53, , ,265 4,326 4,326 4,326 65,322 65,322 11,4 76, ,595 Noncommitted (ii) 73,559 $ 74,042 $ 94,321 $168,363 $ 55,980 $ 83,970 $139,950 61,753 Vaughan, Vaughan, Ph 3 (ii) 483 $ 233,871 $ 716,260 $ 37,583 $ (2,670) (5,874) (8,544) (5,874) 161, ,600 $209,183 $ 127,384 $336,567 $ 279,560 $ 111,293 $390,853 Proceeds from sale to shadow anchors reduce projected cost. Credits reflects proceeds from a potential land parcel sale. 61

2 Estimated remaining development activity to be funded by RioCan 20 dollars) 2017 & Thereafter Future Development Development East Hills, Calgary, AB Flamborough Power Centre, Hamilton, 40 $ 2,698 $ $ 21,603 $ $ 1,860 16,078 9,302 Sage Hill, Calgary, AB Committed 7,666 $ $ 24,013 $ $ 55,980 $ 20,928 22,788 7,816 33, ,964 20,636 30,905 7,666 52,757 Vaughan, Vaughan, Ph (3,043) Windfield Farms, Oshawa, 1,716 2,362 2, ,723 1, , , ,680 Noncommitted $ 22,509 $ 94 $ 33,483 $ 130 $ 10,129 $ $ 213,437 $ (1,826) (1,826) (2,670) (1,602) 170, ,594 (1,826) $ 279,558 $ (1,602) (1,602) Credits reflects proceeds from a potential land parcel sale. A summary of first quarter 20 highlights from Development projects are as follows: East Hills - Calgary, Alberta Development continues at the site which is anchored by a 130,000 square foot Walmart that opened in March An additional 67,000 square feet of retail space is currently under construction which is expected to be completed by mid-. Tenants including CIBC, TD Bank and Sleep Country Canada are expected to commence operations in Q3 20. In addition, construction is scheduled to begin in the third quarter of 20 on an additional 134,000 square feet of retail space. This building is expected to be completed by early. Tenants including Marshalls, Michaels, Petsmart, Bed Bath & Beyond, Sport Chek, Mark s Work Wearhouse and Dollarama are expected to commence operations during the second quarter of. A conditional deal has been completed with Costco to purchase approximately 14.8 acres of the site. It is anticipated that Costco will commence construction of a 160,000 square foot store in the third quarter of 20 and commence operations during the second quarter of. Flamborough Power Centre - Flamborough, Ontario This 25-acre site is currently being developed into a 283,000 square foot new format retail centre. An 8,000 square foot pad is leased to Investors Group, which will commence operations in first quarter of. An additional 96,000 square feet of retail space is available to be developed at the property, Sage Hill - Calgary, Alberta Construction is complete on the 3,000 square foot Walmart premises. The Grand Opening occurred on January 29, 20. The balance of the centre is currently under construction with Loblaws slated to open in Q4 20 and the remainder of the tenants over the course of. A focus within development growth strategy is urban development and intensification. current urban development pipeline consists of eight properties that are expected to add approximately 4,095,000 square feet (2,002,000 square feet at ) of space upon completion over the next six years, excluding condominium units that will be sold. urban development program currently is focused on properties located in densely populated areas in the urban cores of Toronto and Calgary. Land use intensification opportunities arise from the fact that retail centres are generally built with lot coverages of approximately 25 of the underlying land. Therefore, particularly in urban markets, RioCan can seek to obtain additional density, retail or otherwise, on its existing property portfolio and, as the land is already owned, it anticipates achieving strong returns on new construction. Population growth is significant in these areas and retailers want locations that are able to access this population. urban development program will serve that demand and returns on these properties will contribute significantly to growth strategy over time. As a result of the aforementioned population growth, cities are building infrastructure to serve this population that will benefit urban development growth strategy. 62

3 Highlights of urban intensification pipeline as at March 31, 20, are as follows: Estimated square feet upon completion of the development project square feet) Partners Anchors Anticipated date of development completion estimated development Retailer owned anchors s leasing activity(ii) Leased Current development Potential future developments Q Bayview Avenue, * Whole Foods Bathurst Street & College Street, * CPA Lands, Calgary, AB* Kingsett NE Yonge Eglinton, * (iv) Metropia / Bazis Loblaws Committed College & Manning,Toron to, * Dupont Street, * Allied The Well, Toronto, * (iv) 40 Allied / Diamond 2,520 1,008 1, (iii) King & Portland, * Allied Non-committed 3,270 1,479 1, ,095 2,002 2, (ii) (iii) (iv) * Retailer owned anchors include both completed and contemplated sales. Leasing activity includes leasing that is conditional on receiving municipal approvals and meeting construction deadlines. The first phases are expected to be substantially complete by the dates indicated. Includes amounts for offices, retail and residential apartments only (excludes residential condominiums). Property represents one of properties under development. Acquisition and development expenditures incurred to date dollars) Estimated project cost () Estimated remaining construction expenditures to complete IPP PUD 1860 Bayview Avenue, $ 56,831 $ $ 28,355 $ 28,355 $ $ 28,355 $ 28,476 $ $ 28,476 Bathurst Street & College Street, 91,591 26,481 26,481 26,481 65,110 65,110 CPA Lands, Calgary, AB 127,441 11,624 11,624 10,626 22,250 52,596 52, ,192 NE Yonge Eglinton, 233, ,432 33,558 32,419 65,977 83,830 83, ,660 8,487 8,487 8, , , ,505 43,045 1, , , ,438 52,036 8,545 4,710 13,255 12,027 25,282 13,377 13,377 26,754 98,637,187,187,187 83,450 83,450 The Well, 40 1,566, ,809 78, , , , ,431 1,377,385 King & Portland, 221,253 10,460 14,638 25,098 22,961 48,059 86,597 86, ,194 18,266 18,266 18,266 19, ,610 0, , , , ,405 1,660,783 Committed College & Manning, Dupont Street, - Noncommitted 1,938,257 $2,447,757 $ 19,822 $ 238,989 $258,811 $ 188,479 $447,290 $ 964,390 $1,062,831 $2,027,221 Proceeds from sale to shadow anchors reduce projected cost, and exclude potential condominium residential units. 63

4 Estimated remaining development activity to be funded by RioCan 20 dollars) 2017 & Thereafter Future Development 1860 Bayview Avenue, $ Bathurst Street & College Street, CPA Lands, Calgary, AB NE Yonge Eglinton, $ 28,476 $ $ 1,431 29,114 27,065 1, ,451 14,821 Committed $ $ $ $ $ 28,476 $ 7,500 65,110 49,616 52,595 62,558 83,830 9,682 72,988 90,225 57, , ,505 13, ,406 80,880 83,450 The Well, Toronto, 40 2,666 3,460 10, , ,954 King & Portland, ,383 83,773 86,597 4,1 5,009 14, ,8 734,377 College & Manning,Toront o, Dupont Street, Non-committed $ 13,833 $ $ 77,997 $ $ 104,284 $ $ 768,274 $ $ 964,388 $ Cost to complete to be financed by construction line. A summary of first quarter 20 highlights from projects are as follows: 1860 Bayview Avenue - Toronto, Ontario 1860 Bayview Avenue is currently a development site located at the northwest corner of Bayview Avenue and Broadway Avenue in the Leaside area of Toronto. Once completed, the centre will consist of approximately 76,000 square feet of retail space and will be anchored by a 52,500 square foot Whole Foods grocery store. RioCan acquired a in the site on a forward purchase basis in the first quarter of The project has received zoning approval and development is expected to be completed by Q2. Bathurst Street and College Street - Toronto, Ontario This 1.3 acre site is located just west of the downtown core in Toronto near Bathurst and College Street. The property will be developed into 145,000 square foot three storey urban retail building. On July, 2014, the Ontario Municipal Board (OMB) endorsed the settlement between the City and RioCan with respect to a 4-storey commercial building at Bathurst Street, and approved a zoning amendment and site plan to implement the settlement. The OMB s order in respect of the zoning appeal and site plan referral is conditional on implementing the City s conditions of site plan approval. Site plan approval is expected to be finalized by July 20. CPA Lands - Calgary, Alberta This 2.8 acre site is located in the East Village area of downtown Calgary, Alberta. The site is one of downtown Calgary s few remaining privately owned full city blocks. The site was acquired in the second quarter of 2013 on a 50/50 joint venture basis between RioCan and KingSett. The property will be developed as a mixed use project. The site is zoned for the proposed development and RioCan has submitted for a development permit, which the Trust expects to receive in September 20. Development of this site is anticipated to commence in. Yonge Street & Eglinton Avenue East - Toronto, Ontario Construction on this site began in April The demolition of the TD Bank branch took place in Q and the demolition of the remaining residential apartment building is scheduled for Q2 20. It is anticipated that the project will contain a 58 floor condominium tower and a 36 floor residential rental tower as well as 57,000 square feet of retail and commercial space featuring a flagship TD Bank branch. The rental tower will have 458 units and the condominium will have 621 units, of which all but one unit have been pre-sold as of the date of this report. The project is expected to be completed by. The site is zoned for the proposed development. The demolition of the remaining residential apartment building has commenced. 64

5 College Street and Manning Avenue - Toronto, Ontario This site is comprised of College Street, formerly owned exclusively by Allied and 547 and 549 College Street, formerly owned exclusively by RioCan. Given the strategic downtown location of each respective property, Allied and RioCan have formed a joint venture partnership to create a mixed use development including office, retail and residential space. Upon completion, the development shall be 114,000 square foot site, including approximately 59,000 square feet that is currently income producing, 49,000 square feet of residential rental density and 6,000 square feet of retail space, featuring 185 feet of frontage on College Street. This site was successfully re-zoned for the proposed development during July Dupont Street - Toronto, Ontario This 1.4 acre site, located on Dupont Street near Christie Avenue, is north-west of the downtown core of Toronto. The site is expected to be developed into 192,000 square foot eight storey mixed use urban retail and residential building. RioCan has a in the site. A rezoning application was submitted during July RioCan expects to have zoning approvals in place by mid. The Well - Toronto, Ontario This 7.74 acre site is currently the home of The Globe & Mail newspaper and is located on part of a large city block bounded by Spadina Avenue, Front Street, Draper Street and Wellington Street. The site is in close proximity to Toronto's downtown office corridor and adjacent to a large and growing residential population. The property will be redeveloped as a mixed-use development that will include approximately 1,611,000 square feet of retail and office space, 909,000 square feet of residential rental units and 461,000 square feet of condominium space that will become a landmark destination to live, work and shop in Toronto. The structure of the property is RioCan 40, Allied 40 and Diamond 20. A rezoning application was filed during February 2014 and the Trust expects to have zoning approvals in place by the third quarter of 20. King Street & Portland Street - Toronto, Ontario This site is comprised of & 620 King Street West, formerly owned exclusively by Allied Properties REIT, and adjacent properties extending from King Street West through to Adelaide Street West that Allied and RioCan acquired jointly. Given the site s premier location in the heart of the affluent King West neighbourhood, Allied and RioCan have formed a 50/50 joint venture partnership to create one property, with frontage on King Street West, Portland Street and Adelaide Street West. Upon completion, the site will obtain a mixed use office, retail and residential complex with approximately 444,000 square feet of gross floor area. A rezoning application was filed in August RioCan expects to have zoning approvals in place by July 20. Expansion & Redevelopment expansion and redevelopment project costs for the remainder of 20 are currently expected to be approximately $65 million. As at March 31, 20, expansion and redevelopment pipeline will, upon completion, comprise approximately 1,432,000 square feet, of which will be approximately 1,035,000 square feet. RioCan's expansion and redevelopment projects exclude condominium units that will be sold. Highlights of expansion and redevelopment projects are as follows: 65

6 square feet, thousands of dollars) As at March 31, College Street, Estimated project cost Tenant(s) Project NLA 30 $ 5,544 $ Historical costs 5,544 $ 11,088 $ 3,964 $ Development expenditures to date at Sub-total Costs Incurred to date 343 $ Estimated remaining development activity at 20 4,307 $ 137 $ 2,798 $ ,266 Corbett Centre, Fredericton, NB Sleep Country Canada 32 7,600 7,600 3,807 3, ,279 Eglinton Avenue & Warden Avenue, Dentist, Mucho Burrito, Popeyes 4,023 4,023 4, ,401 2, Herongate Mall, Ottawa, 75 Fit For Less 43 5,989 1,996 7,985 4,759 2,112 6,871 3,878 Kennedy Commons, Kitchen Stuff Plus, McDonald's 1,293 1,293 2, , Mill Woods Town Centre, Edmonton, AB , , Victoria, Whitby, ,270 16,270 32,540 9,004 1,519 10,523 3,088 11, ,236 30,236 17,381 5,467 22,848 11,563 8,726 4, ,843 2,843 14,600 1,359,959 1,484 Lenscrafter s, Cellicon RioCan Colossus Centre, Vaughan, Bed Bath & Beyond, Buy Buy Baby, Staples RioCan Hall, Toronto, Michaels Shoppers City East, Ottawa, * 63 Shoppers Drug Mart, Beer Store 47 7,5 4,238 11,393 18,487 2,713 21,200 4,442 Tanger Outlets Kanata, Kanata, Saks off 5th 79 13,786 13,786 27,572 5,754 2,597 8,351 3,985 7,203 The Stockyards, 20 1,652 1,652 3,304 6, ,868 1,484 West Ridge Place, Orillia, PetSmart, Fit for Less , , Yonge & Eglinton Centre, Toronto, Winners, Cineplex Expansion 45 87,479 87,479 8,600 72,066 80,666, ,123 79,123 8,246 21,900 8,008 29,908 21,242 37,244 12,630 4,850 4,850 Yonge Sheppard Centre, Toronto, (ii) Longos, LA Fitness, Mall Renovation Fair Value Adjustments Committed Expansion and Redevelopment properties , , , , , ,807 64,869 77,503 19,375 Brookside Mall, Fredericton, NB TBD 70 2,097 2,097 4, ,081 1,342 1,017 Les Factoreries Tanger - Bromont, Bromont, Quebec TBD 70 8,936 8,936 17,872 1, ,484 8,792 Les Factoreries Tanger - SaintSauveur, Saint Sauveur, Quebec TBD 19 3,062 3,062 6, ,964 Mega Centre NotreDame, Dorothee, Quebec TBD ,017 39,017 12,450 1,492 13,942 37,525 Barrie, Barrie, Ontario TBD 26 8,421 8,421 1, ,358 7,549 Burloak, Oakville, Ontario TBD 141 7,986 7,986,972 4,959 1,140 6, ,703 4,071 Timiskaming Square, New Liskeard, TBD 79 3,536 3,536 1, ,116 2,865 Westney Road & Taunton Road, Ajax, TBD 62 13,687 13,687 10, , ,783 5, ,742 22, , ,198 9,911 Fair Value Adjustments Non-committed Expansion and Redevelopment properties (7,064) 25,761 1,432 $ 351,005 $ 146,535 $ 497,540 $ 1,052 $ 6,218 (7,064) 31, ,734 $ 259,786 $ 65,284 $ 147,701 $ 29,286 Historical Costs - Carrying amounts transferred from IPP for former anchors targeted for redevelopment. 66

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