"Outlets at Albertville has been a particularly strong performer since its opening, and has consistently been ranked among the top twenty outlet centers nationally," says David Bloom, chairman and CEO of Chelsea, a New Jersey-based REIT that specializes in outlet and other retail properties. "This acquisition will strengthen our presence in the Midwest, and will also offer longer term upside in terms of re-tenanting and expansion potential."

Outlets at Albertville is about 20 miles northwest of Minneapolis-St. Paul on I-94, and is a major outlet center serving the Twin Cities market. It opened in April 2000 with an initial phase of 250,000 sf of gross leasable area, and was expanded to its current size of 305,000 sf in the summer of 2001. The center is currently 100% leased, with such tenants including Polo Ralph Lauren, Tommy Hilfiger, Brooks Brothers, Nike, Carters Childrenswear, GAP Outlet, Banana Republic and Old Navy. Sales for the trailing 12 months averaged more than $350 per sf. The purchase includes an option to purchase additional land that will support further expansion of up to 130,000 sf.

Johnson Creek Outlet Center is located on I-94 at Wisonsin 26, midway between Madison and Milwaukee. It opened in May 1998 with a first phase of 170,000 sf of gross leasable area, and was expanded in 1999 and 2001 to its current size of 278,000 sf. The center is currently 97% leased, with tenants including GAP Outlet, Brooks Brothers, Liz Claiborne, Nike, Eddie Bauer, Old Navy, Bose and Tommy Hilfiger. Trailing 12-month sales averaged approximately $245 per sf. The purchase price includes land that will support 20,000 sf of further expansion.

The total purchase price for the two properties comprises the assumption of $22.3 million of mortgage debt (bearing interest at 7.76% and due in 2011) on the Johnson Creek center; and cash and limited partnership units in CPG Partners LP valued at a total of $67.2 million. Partnership units in CPG Partners, LP are convertible on a 1-for-1 basis to common shares of Chelsea Property Group.