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8-K - 8-K - SIMON PROPERTY GROUP INC /DE/ | a2199488z8-k.htm |
EX-99.1 - EXHIBIT 99.1 - SIMON PROPERTY GROUP INC /DE/ | a2199488zex-99_1.htm |
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Les Morris | 317.263.7711 | Media |
FOR IMMEDIATE RELEASE
SIMON PROPERTY GROUP REPORTS SECOND QUARTER RESULTS
AND ANNOUNCES QUARTERLY DIVIDEND
Indianapolis, IndianaJuly 30, 2010. Simon Property Group, Inc. (the "Company" or "Simon") (NYSE:SPG) today announced results for the quarter ended June 30, 2010.
Net income attributable to common stockholders was $152.5 million, or $0.52 per diluted share, in the second quarter of 2010 as compared to a net loss of $(20.8) million, or $(0.08) per diluted share, in the prior year period. The 2009 results included a non-cash impairment charge of $140.5 million, or $0.43 per diluted share.
Funds from Operations ("FFO") was $487.7 million, or $1.38 per diluted share, in the second quarter of 2010 as compared to $313.1 million, or $0.96 per diluted share, in the prior year period. The impact of the non-cash impairment charge to FFO in 2009 was $0.42 per diluted share.
"Our positive momentum from the first quarter continued," said David Simon, Chairman and Chief Executive Officer. "The improvement in business conditions extended into the second quarter as demonstrated by higher occupancy and sales. Sales for our malls and Premium Outlets during the second quarter of 2010 were 4.9% higher than in the second quarter of 2009, and occupancy grew 90 basis points from March 31, 2010. Revenue growth and a continued focus on expense management resulted in positive comparable property net operating income growth in the quarter.
The Company utilized a portion of its cash during the first six months of 2010 to retire $1.5 billion of debt, acquire an outlet center in Puerto Rico, and increase its ownership interest in Houston Galleria, arguably one of the top five malls in the United States."
U.S. Operational Statistics(1)
|
As of June 30, 2010 | As of June 30, 2009 | |||||
---|---|---|---|---|---|---|---|
Occupancy(2) |
93.1 | % | 92.3 | % | |||
Comparable Sales per Sq. Ft.(3) |
$ | 474 | $ | 456 | |||
Average Rent per Sq. Ft.(2) |
$ | 38.62 | $ | 38.49 |
- (1)
- Combined
information for the U.S. regional malls and Premium Outlets. Does not include information for community/lifestyle centers, properties owned by
SPG-FCM (the Mills portfolio) or international properties
- (2)
- Represents
mall stores in regional malls and all owned gross leasable area in Premium Outlets
- (3)
- Rolling 12 month comparable sales per square foot for mall stores less than 10,000 square feet in regional malls and all owned gross leasable area in Premium Outlets
57
Dividends
Today the Company announced that the Board of Directors approved the declaration of a quarterly common stock dividend of $0.60 per share payable in cash. This dividend is payable on August 31, 2010 to stockholders of record on August 17, 2010.
The Company also declared the quarterly dividend on its 83/8% Series J Cumulative Redeemable Preferred (NYSE:SPGPrJ) Stock of $1.046875 per share, payable on September 30, 2010 to stockholders of record on September 16, 2010.
Dispositions
On April 29th, Gallerie Commerciali Italia, one of the Company's European joint venture investment entities, sold its interest in Porta di Roma, a 1.3 million square foot shopping center in Rome, Italy. Simon owned a 19.6% interest in this asset. The sale price was €420 million including the assumption of debt. The Company recorded a gain on this transaction of approximately $20 million in the second quarter.
On July 15th, the Company and Ivanhoe Cambridge (50/50 partners in Simon Ivanhoe, the Company's other European joint venture investment entity) completed the sale of their interests in Simon Ivanhoe (which owned seven shopping centers located in France and Poland) to Unibail-Rodamco. Simon and Ivanhoe Cambridge received consideration of €715 million for their interests. Simon expects to record a gain on this transaction of approximately $280 million in the third quarter.
Simon and Ivanhoe Cambridge entered into a joint venture with Unibail-Rodamco to pursue the development of four new retail projects in France. The Company has a 25% interest in this venture with the ability to determine, on a project by project basis, whether to retain its ownership interest in each project.
Acquisitions
The Company completed two asset acquisitions during the quarter:
-
- On May 13th, the Company acquired Prime OutletsPuerto Rico, a 345,000 square foot outlet
center in Barceloneta, Puerto Rico from Prime Outlets Acquisition Company and certain of its affiliated entities. The 90 store center, featuring Kenneth Cole, Michael Kors, Nike and Polo Ralph Lauren,
has been renamed Puerto Rico Premium Outlets.
-
- On May 28th, the Company acquired an additional interest of approximately 19% in Houston Galleria in Houston, Texas. The Company's ownership interest increased from 31.5% to 50.4%. Houston Galleria comprises over 2.2 million square feet of gross leasable area and is anchored by Macy's, Nordstrom, Neiman Marcus and Saks Fifth Avenue.
The total cost of the acquisitions was approximately $385 million, including the assumption of existing indebtedness.
Capital Markets
During the first six months of 2010, the Company paid off $700 million of senior unsecured notes of Simon Property Group, L.P. ("SPGLP"), the Company's majority-owned partnership subsidiary, and unencumbered three assets by paying off approximately $800 million of mortgages at maturity.
As of June 30, 2010, the Company had approximately $2.6 billion of cash on hand, including its share of joint venture cash, and an additional $3.3 billion of available capacity on SPGLP's corporate credit facility.
58
Development Activity
The 100% leased, 62,000 square foot expansion of Toki Premium Outlets in Toki, Japan, opened on July 14, 2010. The Company owns a 40% interest in this center.
Construction continues on the following projects:
-
- A 116,000 square foot expansion of Houston Premium Outlets in Cypress (Houston), Texas. The expansion will be anchored by
Saks Fifth Avenue Off 5th and is scheduled to be completed in November of 2010. The Company owns 100% of this center.
-
- A 70,000 square foot expansion of Las Vegas Outlet Center in Las Vegas, Nevada, expected to open in March of 2011. The
Company owns 100% of this center.
-
- Paju Premium Outlets, a new 328,000 square foot upscale outlet center with approximately 160 shops, located north of
Seoul, South Korea. This will be the Company's second Premium Outlet Center in South Korea. The center is expected to open in April of 2011. The Company owns a 50% interest in this project.
-
- A 54,000 square foot expansion of Tosu Premium Outlets in Fukuoka, Japan, expected to open in July of 2011. The Company owns a 40% interest in this project.
2010 Guidance
Today the Company affirmed the guidance for 2010 provided on April 30, 2010, estimating that FFO as adjusted will be within a range of $5.77 to $5.87 per diluted share for the year ending December 31, 2010. Diluted net income has been adjusted to include gains on asset sales and is expected to be within a range of $2.49 to $2.59 per share. FFO as adjusted excludes the impact of a $165.6 million loss on extinguishment of debt ($0.47 per diluted share) in the first quarter related to SPGLP's January tender offer. After giving effect to this charge, the Company expects 2010 FFO per diluted share to be within a range of $5.30 to $5.40.
This guidance is a forward-looking statement and is subject to the risks and other factors described elsewhere in this release.
The following table provides the reconciliation of the range of estimated diluted net income available to common stockholders per share to estimated diluted FFO per share and estimated diluted FFO per share to estimated diluted FFO as adjusted per share.
For the year ending December 31, 2010
|
Low End | High End | |||||
---|---|---|---|---|---|---|---|
Estimated diluted net income available to common stockholders per share |
$ | 2.49 | $ | 2.59 | |||
Depreciation and amortization including the Company's share of joint ventures |
3.70 | 3.70 | |||||
Gain on sale or disposal of assets and interests in unconsolidated entities |
(0.87 | ) | (0.87 | ) | |||
Impact of additional dilutive securities |
(0.02 | ) | (0.02 | ) | |||
Estimated diluted FFO per share |
$ | 5.30 | $ | 5.40 | |||
Charge in connection with January 2010 tender offer |
0.47 | 0.47 | |||||
Estimated diluted FFO as adjusted per share |
$ | 5.77 | $ | 5.87 | |||
The Company will update guidance for 2010 once it knows the precise timing for the closing of its transaction with Prime and its affiliates.
59
Conference Call
The Company will provide an online simulcast of its quarterly conference call at www.simon.com (Investors tab), www.earnings.com, and www.streetevents.com. To listen to the live call, please go to any of these websites at least fifteen minutes prior to the call to register, download and install any necessary audio software. The call will begin at 11:00 a.m. Eastern Time (New York time) today, July 30, 2010. An online replay will be available for approximately 90 days at www.simon.com, www.earnings.com, and www.streetevents.com. A fully searchable podcast of the conference call will also be available at www.REITcafe.com.
Supplemental Materials and Website
The Company will publish a supplemental information package which will be available at www.simon.com in the Investors section, Financial Information tab. It will also be furnished to the SEC as part of a current report on Form 8-K. If you wish to receive a copy via mail or email, please call 800-461-3439.
We routinely post important information for investors on our website, www.simon.com, in the "Investors" section. We intend to use this website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investor Relations section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.
Non-GAAP Financial Measures
This press release includes FFO and other operating performance measures that are not recognized by or have been adjusted from financial performance measures defined by accounting principles generally accepted in the United States ("GAAP"). Reconciliations of these measures to the most directly comparable GAAP measures are included within this press release. FFO is a financial performance measure widely used in the REIT industry.
Forward-Looking Statements
Certain statements made in this press release may be deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can give no assurance that our expectations will be attained, and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks, uncertainties and other factors. Such factors include, but are not limited to: the Company's ability to meet debt service requirements, the availability and terms of financing, changes in the Company's credit rating, changes in market rates of interest and foreign exchange rates for foreign currencies, changes in value of investments in foreign entities, the ability to hedge interest rate risk, risks associated with the acquisition, development, expansion, leasing and management of properties, general risks related to retail real estate, the liquidity of real estate investments, environmental liabilities, international, national, regional and local economic climates, changes in market rental rates, trends in the retail industry, relationships with anchor tenants, the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, risks relating to joint venture properties, costs of common area maintenance, competitive market forces, risks related to international activities, insurance costs and coverage, terrorist activities, changes in economic and market conditions and maintenance of our status as a real estate investment trust. The Company discusses these and other risks and uncertainties under the heading "Risk Factors" in its annual and quarterly periodic reports filed with the SEC. The Company may update that discussion in its periodic reports, but otherwise the Company
60
undertakes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.
About Simon
Simon Property Group, Inc. is an S&P 500 company and the largest real estate company in the U.S. The Company currently owns or has an interest in 373 retail real estate properties comprising 256 million square feet of gross leasable area in North America, Europe and Asia. Simon Property Group is headquartered in Indianapolis, Indiana and employs more than 5,000 people worldwide. The Company's common stock is publicly traded on the NYSE under the symbol SPG. For further information, visit the Simon Property Group website at www.simon.com.
61
SIMON
Consolidated Statements of Operations
Unaudited
(In thousands)
|
For the Three Months Ended June 30, |
For the Six Months Ended June 30, |
||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
2010 | 2009 | 2010 | 2009 | ||||||||||
REVENUE: |
||||||||||||||
Minimum rent |
$ | 580,157 | $ | 567,633 | $ | 1,151,767 | $ | 1,139,047 | ||||||
Overage rent |
14,477 | 13,493 | 27,688 | 25,993 | ||||||||||
Tenant reimbursements |
255,693 | 257,532 | 511,621 | 516,294 | ||||||||||
Management fees and other revenues |
28,349 | 30,055 | 56,917 | 60,706 | ||||||||||
Other income |
54,890 | 34,899 | 110,644 | 80,064 | ||||||||||
Total revenue |
933,566 | 903,612 | 1,858,637 | 1,822,104 | ||||||||||
EXPENSES: |
||||||||||||||
Property operating |
101,234 | 106,836 | 200,002 | 212,983 | ||||||||||
Depreciation and amortization |
234,190 | 251,685 | 463,099 | 508,022 | ||||||||||
Real estate taxes |
78,658 | 83,076 | 168,387 | 171,319 | ||||||||||
Repairs and maintenance |
20,605 | 20,186 | 44,350 | 42,774 | ||||||||||
Advertising and promotion |
22,282 | 19,823 | 41,118 | 38,329 | ||||||||||
Provision for credit losses |
4,487 | 7,066 | 1,036 | 20,081 | ||||||||||
Home and regional office costs |
26,744 | 26,670 | 44,059 | 52,833 | ||||||||||
General and administrative |
5,627 | 5,310 | 10,739 | 9,358 | ||||||||||
Impairment charge |
| 140,478 | (A) | | 140,478 | (A) | ||||||||
Transaction expenses |
11,269 | (B) | | 14,969 | (B) | | ||||||||
Other |
13,003 | 17,784 | 28,495 | 37,013 | ||||||||||
Total operating expenses |
518,099 | 678,914 | 1,016,254 | 1,233,190 | ||||||||||
OPERATING INCOME |
415,467 |
224,698 |
842,383 |
588,914 |
||||||||||
Interest expense |
(261,463 | ) | (244,443 | ) | (525,422 | ) | (470,479 | ) | ||||||
Loss on extinguishment of debt |
| | (165,625 | ) | | |||||||||
Income tax benefit of taxable REIT subsidiaries |
510 | 143 | 308 | 2,666 | ||||||||||
Income from unconsolidated entities |
10,614 | 5,494 | 28,196 | 11,039 | ||||||||||
Gain on sale or disposal of assets and interests in unconsolidated entities |
20,024 | | 26,066 | | ||||||||||
CONSOLIDATED NET INCOME (LOSS) |
185,152 |
(14,108 |
) |
205,906 |
132,140 |
|||||||||
Net income attributable to noncontrolling interests |
33,313 | 123 | 39,084 | 33,074 | ||||||||||
Preferred dividends |
(665 | ) | 6,529 | 4,945 | 13,058 | |||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS |
$ |
152,504 |
$ |
(20,760 |
) |
$ |
161,877 |
$ |
86,008 |
|||||
Basic Earnings Per Common Share: |
||||||||||||||
Net income (loss) attributable to common stockholders |
$ | 0.52 | $ | (0.08 | ) | $ | 0.56 | $ | 0.34 | |||||
Percentage Change |
753.1 | % | 64.7 | % | ||||||||||
Diluted Earnings Per Common Share: |
||||||||||||||
Net income (loss) attributable to common stockholders |
$ | 0.52 | $ | (0.08 | ) | $ | 0.56 | $ | 0.34 | |||||
Percentage Change |
753.1 | % | 64.7 | % |
62
SIMON
Consolidated Balance Sheets
Unaudited
(In thousands, except as noted)
|
June 30, 2010 |
December 31, 2009 |
||||||||
---|---|---|---|---|---|---|---|---|---|---|
ASSETS: |
||||||||||
Investment properties, at cost |
$ | 25,296,870 | $ | 25,336,189 | ||||||
Lessaccumulated depreciation |
7,243,311 | 7,004,534 | ||||||||
|
18,053,559 | 18,331,655 | ||||||||
Cash and cash equivalents |
2,293,242 | 3,957,718 | ||||||||
Tenant receivables and accrued revenue, net |
343,588 | 402,729 | ||||||||
Investment in unconsolidated entities, at equity |
1,404,367 | 1,468,577 | ||||||||
Deferred costs and other assets |
1,168,360 | 1,155,587 | ||||||||
Note receivable from related party |
661,500 | 632,000 | ||||||||
Total assets |
$ | 23,924,616 | $ | 25,948,266 | ||||||
LIABILITIES: |
||||||||||
Mortgages and other indebtedness |
$ | 17,071,022 | $ | 18,630,302 | ||||||
Accounts payable, accrued expenses, intangibles, and deferred revenues |
920,778 | 987,530 | ||||||||
Cash distributions and losses in partnerships and joint ventures, at equity |
346,177 | 457,754 | ||||||||
Other liabilities and accrued dividends |
178,141 | 159,345 | ||||||||
Total liabilities |
18,516,118 | 20,234,931 | ||||||||
Commitments and contingencies |
||||||||||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests in properties |
82,997 | 125,815 | ||||||||
Series I 6% convertible perpetual preferred stock, 19,000,000 shares authorized, 0 and 8,091,155 issued and outstanding, respectively, at liquidation value |
| 404,558 | ||||||||
EQUITY: |
||||||||||
Stockholders' equity: |
||||||||||
Capital stock (850,000,000 total shares authorized, $.0001 par value, 238,000,000 shares of excess common stock, 100,000,000 authorized shares of preferred stock): |
||||||||||
Series J 83/8% cumulative redeemable preferred stock, 1,000,000 shares authorized, 796,948 issued and outstanding, with a liquidation value of $39,847 |
45,540 | 45,704 | ||||||||
Common stock, $.0001 par value, 511,990,000 shares authorized, 296,815,422 and 289,866,711 issued and outstanding, respectively |
30 | 29 | ||||||||
Class B common stock, $.0001 par value, 10,000 shares authorized, 8,000 issued and outstanding |
| | ||||||||
Capital in excess of par value |
7,934,140 | 7,547,959 | ||||||||
Accumulated deficit |
(3,154,723 | ) | (2,955,671 | ) | ||||||
Accumulated other comprehensive loss |
(69,134 | ) | (3,088 | ) | ||||||
Common stock held in treasury at cost, 4,003,451 and 4,126,440 shares, respectively |
(166,436 | ) | (176,796 | ) | ||||||
Total stockholders' equity |
4,589,417 | 4,458,137 | ||||||||
Noncontrolling interests |
736,084 | 724,825 | ||||||||
Total equity |
5,325,501 | 5,182,962 | ||||||||
Total liabilities and equity |
$ | 23,924,616 | $ | 25,948,266 | ||||||
63
SIMON
Joint Venture Statements of Operations
Unaudited
(In thousands)
|
For the Three Months Ended June 30, |
For the Six Months Ended June 30, |
|||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
2010 | 2009 | 2010 | 2009 | |||||||||||
Revenue: |
|||||||||||||||
Minimum rent |
$ | 485,304 | $ | 490,889 | $ | 979,118 | $ | 957,566 | |||||||
Overage rent |
25,159 | 30,358 | 56,337 | 50,937 | |||||||||||
Tenant reimbursements |
230,039 | 239,202 | 464,615 | 476,644 | |||||||||||
Other income |
52,687 | 40,663 | 98,727 | 78,907 | |||||||||||
Total revenue |
793,189 | 801,112 | 1,598,797 | 1,564,054 | |||||||||||
Operating Expenses: |
|||||||||||||||
Property operating |
155,272 | 162,385 | 309,733 | 311,325 | |||||||||||
Depreciation and amortization |
197,047 | 198,025 | 396,084 | 385,488 | |||||||||||
Real estate taxes |
60,586 | 63,385 | 130,699 | 132,774 | |||||||||||
Repairs and maintenance |
26,065 | 24,912 | 53,774 | 50,635 | |||||||||||
Advertising and promotion |
13,613 | 14,636 | 30,223 | 28,931 | |||||||||||
Provision for credit losses |
565 | 4,960 | 1,439 | 15,387 | |||||||||||
Other |
60,092 | 51,878 | 105,181 | 88,193 | |||||||||||
Total operating expenses |
513,240 | 520,181 | 1,027,133 | 1,012,733 | |||||||||||
Operating Income |
279,949 | 280,931 | 571,664 | 551,321 | |||||||||||
Interest expense |
(218,018 |
) |
(221,269 |
) |
(435,181 |
) |
(440,420 |
) |
|||||||
(Loss) income from unconsolidated entities |
(602 | ) | 1,555 | (1,041 | ) | 787 | |||||||||
Gain on sale or disposal of assets (net) |
39,761 | | 39,761 | | |||||||||||
Net Income |
$ | 101,090 | $ | 61,217 | $ | 175,203 | $ | 111,688 | |||||||
Third-Party Investors' Share of Net Income |
$ | 58,653 | $ | 41,711 | $ | 103,689 | $ | 72,890 | |||||||
Our Share of Net Income |
42,437 | 19,506 | 71,514 | 38,798 | |||||||||||
Amortization of excess investment(C) |
(11,486 | ) | (14,012 | ) | (22,981 | ) | (27,759 | ) | |||||||
Our share of gain on sale or disposal of assets (net) |
(20,337 | ) | | (20,337 | ) | | |||||||||
Income from Unconsolidated Entities, Net |
$ | 10,614 | $ | 5,494 | $ | 28,196 | $ | 11,039 | |||||||
64
SIMON
Joint Venture Balance Sheets
Unaudited
(In thousands)
|
June 30, 2010 |
December 31, 2009 |
||||||
---|---|---|---|---|---|---|---|---|
Assets: |
||||||||
Investment properties, at cost |
$ | 21,227,152 | $ | 21,555,729 | ||||
Lessaccumulated depreciation |
4,820,356 | 4,580,679 | ||||||
|
16,406,796 | 16,975,050 | ||||||
Cash and cash equivalents |
802,650 |
771,045 |
||||||
Tenant receivables and accrued revenue, net |
399,128 | 364,968 | ||||||
Investment in unconsolidated entities, at equity |
165,048 | 235,173 | ||||||
Deferred costs and other assets |
485,445 | 477,223 | ||||||
Total assets |
$ | 18,259,067 | $ | 18,823,459 | ||||
Liabilities and Partners' Equity: |
||||||||
Mortgages and other indebtedness |
$ | 16,069,893 | $ | 16,549,276 | ||||
Accounts payable, accrued expenses, intangibles and deferred revenue |
755,785 | 834,668 | ||||||
Other liabilities |
928,664 | 920,596 | ||||||
Total liabilities |
17,754,342 | 18,304,540 | ||||||
Preferred units |
67,450 | 67,450 | ||||||
Partners' equity |
437,275 | 451,469 | ||||||
Total liabilities and partners' equity |
$ | 18,259,067 | $ | 18,823,459 | ||||
Our Share of: |
||||||||
Partners' equity |
$ | 254,458 | $ | 316,800 | ||||
Add: Excess Investment(C) |
803,732 | 694,023 | ||||||
Our net Investment in Joint Ventures |
$ | 1,058,190 | $ | 1,010,823 | ||||
65
SIMON
Footnotes to Financial Statements
Unaudited
Notes:
- (A)
- In
the second quarter of 2009, the Company recorded a non-cash impairment charge of $140.5 million, representing the decline in the value
of the Company's investment in Liberty International, PLC.
- (B)
- In
accordance with ASC Topic 805, acquisition-related costs are required to be expensed as incurred for transactions entered into after January 1,
2009.
- (C)
- Excess investment represents the unamortized difference of the Company's investment over equity in the underlying net assets of the partnerships and joint ventures. The Company generally amortizes excess investment over the life of the related properties, typically no greater than 40 years, and the amortization is included in income from unconsolidated entities.
66
SIMON
Reconciliation of Non-GAAP Financial Measures(1)
Unaudited
(In thousands, except as noted)
Reconciliation of Consolidated Net Income (Loss) to FFO and FFO as Adjusted
|
For the Three Months Ended June 30, | For the Six Months Ended June 30, | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
2010 | 2009 | 2010 | 2009 | ||||||||||
Consolidated Net Income (Loss)(2)(3)(4)(5) |
$ | 185,152 | $ | (14,108 | ) | $ | 205,906 | $ | 132,140 | |||||
Adjustments to Consolidated Net Income (Loss) to Arrive at FFO: |
||||||||||||||
Depreciation and amortization from consolidated properties |
230,724 | 248,042 | 456,154 | 500,955 | ||||||||||
Simon's share of depreciation and amortization from unconsolidated entities |
95,850 | 94,496 | 192,729 | 187,874 | ||||||||||
Gain on sale or disposal of assets and interests in unconsolidated entities |
(20,024 | ) | | (26,066 | ) | | ||||||||
Net income attributable to noncontrolling interest holders in properties |
(2,560 | ) | (2,325 | ) | (5,223 | ) | (5,364 | ) | ||||||
Noncontrolling interests portion of depreciation and amortization |
(2,005 | ) | (2,274 | ) | (3,977 | ) | (4,236 | ) | ||||||
Preferred distributions and dividends |
525 | (10,682 | ) | (6,303 | ) | (21,388 | ) | |||||||
FFO of the Operating Partnership |
487,662 | 313,149 | $ | 813,220 | $ | 789,981 | ||||||||
Impairment charge |
| 140,478 | | 140,478 | ||||||||||
Loss on debt extinguishment |
| | 165,625 | | ||||||||||
FFO as adjusted of the Operating Partnership |
$ | 487,662 | $ | 453,627 | $ | 978,845 | $ | 930,459 | ||||||
Per Share Reconciliation: |
||||||||||||||
Diluted net income (loss) attributable to common stockholders per share |
$ |
0.52 |
$ |
(0.08 |
) |
$ |
0.56 |
$ |
0.34 |
|||||
Adjustments to arrive at FFO: |
||||||||||||||
Depreciation and amortization from consolidated properties and Simon's share of depreciation and amortization from unconsolidated entities, net of noncontrolling interests portion of depreciation and amortization |
0.93 | 1.05 | 1.85 | 2.23 | ||||||||||
Gain on sale or disposal of assets and interests in unconsolidated entities |
(0.06 | ) | | (0.07 | ) | | ||||||||
Impact of additional dilutive securities for FFO per share |
(0.01 | ) | (0.01 | ) | (0.02 | ) | (0.04 | ) | ||||||
Diluted FFO per share |
$ | 1.38 | $ | 0.96 | $ | 2.32 | $ | 2.53 | ||||||
Impairment charge |
| 0.42 | | 0.44 | ||||||||||
Loss on debt extinguishment |
| | 0.47 | | ||||||||||
Diluted FFO as adjusted per share |
$ | 1.38 | $ | 1.38 | $ | 2.79 | $ | 2.97 | ||||||
Details for per share calculations: |
||||||||||||||
FFO of the Operating Partnership |
$ |
487,662 |
$ |
313,149 |
$ |
813,220 |
$ |
789,981 |
||||||
Adjustments for dilution calculation: |
||||||||||||||
Impact of preferred stock and preferred unit conversions and option exercises(6) |
(1,838 | ) | 6,877 | 3,676 | 13,755 | |||||||||
Diluted FFO of the Operating Partnership |
485,824 | 320,026 | 816,896 | 803,736 | ||||||||||
Diluted FFO allocable to unitholders |
(80,756 | ) | (54,594 | ) | (134,921 | ) | (144,180 | ) | ||||||
Diluted FFO allocable to common stockholders |
$ | 405,068 | $ | 265,432 | $ | 681,975 | $ | 659,556 | ||||||
Basic weighted average shares outstanding |
292,324 | 268,290 | 289,241 | 251,152 | ||||||||||
Adjustments for dilution calculation: |
||||||||||||||
Effect of stock options |
290 | 290 | 303 | 260 | ||||||||||
Effect of contingently issuable shares from stock dividends |
| 1,001 | | 1,542 | ||||||||||
Impact of Series C preferred unit conversion |
| 73 | | 73 | ||||||||||
Impact of Series I preferred unit conversion |
101 | 1,266 | 479 | 1,245 | ||||||||||
Impact of Series I preferred stock conversion |
472 | 6,347 | 3,527 | 6,233 | ||||||||||
Diluted weighted average shares outstanding |
293,187 | 277,267 | 293,550 | 260,505 | ||||||||||
Weighted average limited partnership units outstanding |
58,451 | 57,030 | 58,076 | 56,947 | ||||||||||
Diluted weighted average shares and units outstanding |
351,638 | 334,297 | 351,626 | 317,452 | ||||||||||
Basic FFO per share |
$ | 1.39 | $ | 0.97 | $ | 2.34 | $ | 2.57 | ||||||
Percent Change |
43.3 | % | -8.9 | % | ||||||||||
Diluted FFO per share |
$ | 1.38 | $ | 0.96 | $ | 2.32 | $ | 2.53 | ||||||
Percent Change |
43.8 | % | -8.3 | % | ||||||||||
Diluted FFO as adjusted per share |
$ | 1.38 | $ | 1.38 | $ | 2.79 | $ | 2.97 | ||||||
Percent Change |
0.0 | % | -6.1 | % |
67
SIMON
Footnotes to Reconciliation of Non-GAAP Financial Measures
Unaudited
Notes:
- (1)
- This report contains measures of financial or operating performance that are not specifically defined by accounting principles generally accepted in the United States ("GAAP"), including funds from operations ("FFO"), FFO as adjusted, FFO per share, FFO as adjusted per share and estimated diluted FFO as adjusted per share. FFO is a performance measure that is standard in the REIT business. We believe FFO provides investors with additional information concerning our operating performance and a basis to compare our performance with those of other REITs. We also use these measures internally to monitor the operating performance of our portfolio. As adjusted measures exclude the effect of certain non-cash impairment and debt-related charges. We believe these measures provide investors with a basis to compare our current operating performance with previous periods in which we did not have those charges. Our computation of these non-GAAP measures may not be the same as similar measures reported by other REITs.
The Company determines FFO based upon the definition set forth by the National Association of Real Estate Investment Trusts ("NAREIT"). The Company determines FFO to be our share of consolidated net income computed in accordance with GAAP, excluding real estate related depreciation and amortization, excluding gains and losses from extraordinary items, excluding gains and losses from the sales of previously depreciated operating properties, plus the allocable portion of FFO of unconsolidated joint ventures based upon economic ownership interest, and all determined on a consistent basis in accordance with GAAP.
The Company has adopted NAREIT's clarification of the definition of FFO that requires it to include the effects of nonrecurring items not classified as extraordinary, cumulative effect of accounting changes, or a gain or loss resulting from the sale of previously depreciated operating properties. We include in FFO gains and losses realized from the sale of land, outlot buildings, marketable and non-marketable securities, and investment holdings of non-retail real estate. However, you should understand that FFO does not represent cash flow from operations as defined by GAAP, should not be considered as an alternative to net income determined in accordance with GAAP as a measure of operating performance, and is not an alternative to cash flows as a measure of liquidity.
- (2)
- Includes
the Company's share of gains on land sales of $1.4 million and $2.0 million for the three months ended June 30, 2010 and 2009,
respectively and $3.1 million and $2.2 million for the six months ended June 30, 2010 and 2009, respectively.
- (3)
- Includes
the Company's share of straight-line adjustments to minimum rent of $9.6 million and $7.0 million for the three months
ended June 30, 2010 and 2009, respectively and $14.1 million and $17.5 million for the six months ended June 30, 2010 and 2009, respectively.
- (4)
- Includes
the Company's share of the amortization of fair market value of leases from acquisitions of $4.9 million and $6.4 million for the
three months ended June 30, 2010 and 2009, respectively and $9.8 million and $13.3 million for the six months ended June 30, 2010 and 2009, respectively.
- (5)
- Includes
the Company's share of debt premium amortization of $2.7 million and $3.5 million for the three months ended June 30, 2010 and
2009, respectively and $6.4 million and $7.3 million for the six months ended June 30, 2010 and 2009, respectively.
- (6)
- Includes dividends and distributions of Series I preferred stock and Series C and Series I preferred units. All outstanding Series C preferred units were redeemed in August 2009 and all outstanding shares of Series I preferred stock and Series I preferred units were redeemed on April 16, 2010.
68
SIMON Consolidated Statements of Operations Unaudited (In thousands)
SIMON Consolidated Balance Sheets Unaudited (In thousands, except as noted)
SIMON Joint Venture Statements of Operations Unaudited (In thousands)
SIMON Joint Venture Balance Sheets Unaudited (In thousands)
SIMON Footnotes to Financial Statements Unaudited
SIMON Reconciliation of Non-GAAP Financial Measures(1) Unaudited (In thousands, except as noted)