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Exhibit 99.2

         SIMON LOGO

CONTACTS:    
Shelly Doran   317.685.7330   Investors
Les Morris   317.263.7711   Media

FOR IMMEDIATE RELEASE

SIMON PROPERTY GROUP ANNOUNCES FOURTH QUARTER RESULTS
AND DECLARES 8.3% INCREASE IN COMMON STOCK DIVIDEND

        Indianapolis, Indiana—February 5, 2004...Simon Property Group, Inc. (the "Company") (NYSE:SPG) today announced results for the quarter and twelve months ended December 31, 2003:

        The decline in net income for the twelve months is primarily attributable to net gains on the sale of real estate and joint venture interests in real estate in 2002 in excess of 2003 net gains. FFO for 2002 was restated to comply with the SEC's Regulation G and its subsequent guidance.

        The Company considers FFO a key measure of its operating performance that is not specifically defined by accounting principles generally accepted in the United States ("GAAP"). The Company believes that FFO is helpful to investors because it is a widely recognized measure of the performance of real estate investment trusts and provides a relevant basis for comparison among REITs. A reconciliation of net income to FFO is provided in the financial statement section of this press release.

        Comparable retail sales per square foot increased 3%, to $402 as compared to $391 at December 31, 2002, while total retail sales per square foot increased 4%, to $401 at December 31, 2003 as compared to $386 at December 31, 2002. Average base rents for mall and freestanding stores in the regional mall portfolio were $32.26 per square foot at December 31, 2003, an increase of $1.56 or 5%, from December 31, 2002. The average initial base rent for new mall store leases signed during 2003 was $41.28, an increase of $8.29 or 25% over the tenants who closed or whose leases expired. Occupancy for mall and freestanding stores in the regional malls at December 31, 2003 was 92.4%, as compared to 92.7% at December 31, 2002.

        "We are pleased with our growth in FFO for 2003, achieved even with the write-off of costs related to an abandoned tender offer, the cessation of earnings recognition from the Company's interest in Mall of America, and the earnings dilution associated with the sale of non-core assets," said David Simon, Chief Executive Officer. "We are poised for a successful 2004. Our core business fundamentals remain solid with regional mall average base rent growth of 5%, tenant sales growth of approximately 4%, and comparable property NOI growth of 3.5% for the year. Occupancy was down slightly at year-end due to a few retailer bankruptcy-related closings during the last three months of the year. Our continued confidence in the Company was demonstrated by our strong 8.3% dividend increase announced today."

52


Dividends

        Today the Company also announced a common stock dividend of $0.65 per share, an increase of 8.3%. This dividend will be paid on February 27, 2004 to shareholders of record on February 17, 2004.

        The Company also declared dividends on its two public issues of preferred stock, payable on March 31, 2004 to shareholders of record on March 17, 2004:

Development Activities

        The Company has five new development projects currently under construction:

53

        The Company's most significant expansion and redevelopment projects underway are the redevelopment of SouthPark Mall in Charlotte, North Carolina and the expansion of The Forum Shops at Caesars. At SouthPark, a new 153,000 square foot Nordstrom, 60,000 square foot Hecht's expansion, and 50,000 additional square feet of small shops will open in March of 2004. An additional phase of the redevelopment of SouthPark is under construction which will add Galyan's (opening in the third quarter of 2004) and two restaurants. The phase III expansion of Forum Shops will open in October of 2004, adding 175,000 square feet of unique luxury designers, restaurants, and one-of-a kind retailers.

        The Company also recently announced the 2004 addition of Nordstrom to Dadeland Mall in Miami, the 2005 addition of Nordstrom to Phipps Plaza in Atlanta, and the 2005 addition of Neiman Marcus to Town Center at Boca Raton, in Boca Raton, Florida.

        The Company expects that its share of spending on development and redevelopment activities will approximate $450 million in 2004.

Acquisitions

        During the fourth quarter, the Company completed a series of transactions that increased its ownership in Kravco Investments L.P. (KI), a Philadelphia, Pennsylvania-based owner of regional malls, and Kravco Company (KC), its affiliated property management company. These transactions increased SPG's ownership in KI to approximately 80% and in KC to 50%. Members of the family of Arthur Powell, one of the founders of these companies, retained ownership of the remaining interests.

        SPG acquired interests in KI and KC from certain private investors, The Rouse Company and Westfield America Trust. SPG, Rouse and Westfield obtained their interests in Kravco in connection with the 2002 acquisition of assets from Rodamco North America, N.V.

        KI was renamed Kravco Simon Investments (KSI) and KC was renamed Kravco Simon Company (KSC) to reflect the new ownership. KSI owns interests in six regional malls, five of which are located in the Philadelphia metropolitan area. Included in the portfolio is an interest in the Plaza and Court at King of Prussia, one of the country's most successful regional malls. Occupancy of the KI mall portfolio was 93.4% at year-end and 2003 sales per square foot were $424. KI also owns interests in four community shopping centers.

        Total consideration paid by the Company in these transactions was approximately $293 million, including the assumption of its pro rata share of mortgage indebtedness. The Company's partnership subsidiary, Simon Property Group, L.P., issued $107.4 million of perpetual preferred operating partnership units as part of the consideration.

        On December 30th, the Company announced the completion of its joint venture with The Rinascente Group. Gallerie Commerciali Italia S.p.A ("GCI") was created for the ownership, management and development of shopping centers in Italy.

        The Rinascente Group contributed its existing shopping center assets and development opportunities to GCI, and then sold 49% of the new company to an affiliate of the Company. The initial value of GCI is approximately €860 million. The Company's equity investment was approximately €187 million, funded by a three-year unsecured term loan at Euro Libor plus 60 basis points provided by JP Morgan, Bank of America, Citicorp and UBS AG. The Company has the ability to elect three members to GCI's board of directors, including the right to appoint its Chairman. Through their respective board representatives, the Company and Rinascente have joint decision making power over matters affecting the operation and management of GCI, including new development opportunities and the acquisition and disposition of assets.

        The portfolio consists of 38 shopping centers currently open and operating, comprising approximately six million square feet (including hypermarket space and certain small shop space not

54


owned by GCI). Additionally, GCI has several projects under construction and in predevelopment that could add up to six million additional square feet over the next five years. This transaction significantly increases the Company's presence in Europe and partners the Company with Rinascente and Auchan, two of Europe's leading retailers.

Dispositions

        Three asset dispositions are reflected in fourth quarter results.

        Gross proceeds from the three transactions totaled approximately $154 million, resulting in a net gain of $48 million. The aggregate cap rate for the dispositions was 7.1%.

Financing Activities

        On December 16th, the Company announced that the holders of all but 18,340 shares of its approximately 4.3 million shares of 6.5% Series B Convertible Preferred Stock called for redemption on December 15, 2003, exercised their right to convert their preferred stock into common stock prior to the redemption. The Company issued approximately 11.1 million shares of common stock to the holders of the preferred stock who exercised their conversion rights after November 13, 2003. The 18,340 shares of preferred stock not converted were redeemed by the Company at a price of $106.34 per share, which includes dividends accrued to the redemption date. The Company privately issued preferred stock to cover the cost of the preferred stock redeemed.

        On January 20, 2004, the Company's partnership subsidiary, Simon Property Group, L.P., completed the issuance of $500 million of senior unsecured notes. The issue included $300 million of 3.75% Notes due 2009 and $200 million of 4.90% Notes due in 2014.

        Concurrent with the note pricing, the Company swapped the $300 million five-year tranche to floating rate debt at an effective rate of six month Libor in arrears plus less than one basis point. Net proceeds from the offering were used to repay or exchange existing indebtedness. The transaction was priced on January 13, 2004.

2004 Guidance

        The Company reaffirmed guidance today, with diluted FFO expected to be within a range of $4.24 to $4.32 per share for the year ending December 31, 2004 and diluted net income per share to be within a range of $1.72 to $1.80.

55


        The following table provides the reconciliation of estimated diluted FFO per share to estimated diluted net income per share.

For the twelve months ended December 31, 2004

 
   Low
Range
   High
Range
  
Estimated diluted FFO per share   $ 4.24   $ 4.32  
Depreciation and amortization including our share of joint ventures     (2.53 )   (2.53 )
Impact of additional dilutive securities for FFO per share     0.01     0.01  
   
 
 
Estimated diluted net income per share   $ 1.72   $ 1.80  
   
 
 

Forward-Looking Statements

        Estimates of future net income per share and FFO are by definition, and certain other matters discussed in this press release may be, forward-looking statements within the meaning of the federal securities laws. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained, and it is possible that our actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. The Company undertakes no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

        Those risks and uncertainties include, but are not limited to, the national, regional and local economic climate, competitive market forces, changes in market rental rates, trends in the retail industry, the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, acquisitions and changes in market rates of interest or foreign currency. The reader is directed to the Company's various filings with the Securities and Exchange Commission, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K for a discussion of such risks and uncertainties.

Conference Call

        The Company will provide an online simulcast of its quarterly conference call at www.simon.com (in the About Simon section), www.companyboardroom.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 Standard Time (New York) tomorrow, February 6th. An online replay will be available for approximately 90 days at www.simon.com.

Supplemental Materials

        The Company will publish a supplemental information package tomorrow morning which will be available at www.simon.com in the Investor Relations section, Other Financial Reports tab. It will also be furnished to the SEC as part of a Form 8-K. If you wish to receive a copy via mail, please call 800-461-3439.

        Simon Property Group, Inc. (NYSE:SPG), headquartered in Indianapolis, Indiana, is a real estate investment trust engaged in the ownership and management of income-producing properties, primarily regional malls and community shopping centers. Through its subsidiary partnerships, it currently owns or has an interest in 246 properties containing an aggregate of 190 million square feet of gross leasable area in 37 states, as well as ownership interests in other real estate assets in North America. The Company holds interests in 46 assets in Europe (in France, Italy and Poland). Additional Simon Property Group information is available at www.simon.com.

56



SIMON(A)(B)(C)

Combined Statements of Operations

Unaudited

(In thousands, except as noted)

 
   For the Three Months Ended
December 31,
   For the Twelve Months Ended
December 31,
  
 
   2003
   2002
   2003
   2002
  
REVENUE:                          
Minimum rent   $ 381,759   $ 364,456   $ 1,375,407   $ 1,297,047  
Overage rent     23,433     22,834     47,991     47,314  
Tenant reimbursements     175,196     180,887     674,854     643,049  
Management fees and other revenue     19,090     0     78,292     0  
Other income     60,383     37,926     137,109     136,742  
   
 
 
 
 
  Total revenue     659,861     606,103     2,313,653     2,124,152  

EXPENSES:
 
 
 
 
 
 
 
 
 
 
 
 
 
Property operating     83,192     76,686     327,819     307,411  
Depreciation and amortization     127,545     123,832     498,136     467,395  
Real estate taxes     53,224     55,955     219,274     210,181  
Repairs and maintenance     23,421     22,013     84,623     74,098  
Advertising and promotion     23,804     22,694     61,765     59,857  
Provision for credit losses     3,651     2,418     14,253     9,014  
Home and regional office costs     23,534     12,665     80,105     45,159  
General and administrative     3,975     646     15,083     3,233  
Costs related to withdrawn tender offer     81     0     10,581     0  
Other     9,682     9,318     27,229     29,548  
   
 
 
 
 
  Total operating expenses     352,109     326,227     1,338,868     1,205,896  

OPERATING INCOME
 
 
307,752
 
 
279,876
 
 
974,785
 
 
918,256
 

Interest expense
 
 
151,016
 
 
152,078
 
 
602,510
 
 
599,266
 
   
 
 
 
 
Income before minority interest     156,736     127,798     372,275     318,990  
Minority interest     (3,970 )   (4,129 )   (7,277 )   (10,498 )
Gain (loss) on sales of assets and other, net     (24 )   (8,372 )   (5,146 )   162,011  
Gain (loss) from debt related transactions, net     0     (10 )   0     14,576  
Income tax expense of taxable REIT subsidiaries     (1,147 )   0     (7,597 )   0  
   
 
 
 
 
Income before unconsolidated entities     151,595     115,287     352,255     485,079  
Loss from MerchantWired, LLC, net     0     0     0     (32,742 )
Income from other unconsolidated entities     28,656     26,628     99,645     92,811  
   
 
 
 
 
Income from continuing operations     180,251     141,915     451,900     545,148  
Results of operations from discontinued operations     1,755     6,020     7,421     16,507  
Gain on disposal or sale of discontinued operations, net     48,086     0     22,394     0  
   
 
 
 
 

Income before allocation to limited partners
 
 
230,092
 
 
147,935
 
 
481,715
 
 
561,655
 
LESS:                          
  Limited partners' interest in the Operating Partnership     53,039     33,109     100,956     127,727  
  Preferred distributions of the Operating Partnership     3,539     2,835     12,044     11,340  
   
 
 
 
 
NET INCOME     173,514     111,991     368,715     422,588  

Preferred dividends
 
 
(8,090
)
 
(15,683
)
 
(55,138
)
 
(64,201
)
   
 
 
 
 
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS   $ 165,424   $ 96,308   $ 313,577   $ 358,387  
   
 
 
 
 

57


SIMON(A)(B)

Per Share Data and Selected Mall Operating Statistics

Unaudited

 
   Three Months Ended
December 31,
   Twelve Months Ended
December 31,
 
   2003
   2002
   2003
   2002
PER SHARE DATA:                        

Basic Earnings Per Common Share:
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
0.66
 
$
0.50
 
$
1.53
 
$
1.92
  Discontinued operations—results of operations and gain on disposal or sale, net     0.20     0.02     0.12     0.07
   
 
 
 
  Net Income available to Common Shareholders   $ 0.86   $ 0.52   $ 1.65   $ 1.99
   
 
 
 
 
Percentage Change
 
 
65.4
%
 
 
 
 
- -17.1
%
 
 

Diluted Earnings Per Common Share:
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
0.64
 
$
0.50
 
$
1.53
 
$
1.92
  Discontinued operations—results of operations and gain on disposal or sale, net     0.19     0.02     0.12     0.07
   
 
 
 
  Net Income available to Common Shareholders   $ 0.83   $ 0.52   $ 1.65   $ 1.99
   
 
 
 
  Percentage Change     59.6 %         -17.1 %    

SELECTED U.S. REGIONAL MALL OPERATING STATISTICS

 
    
   December 31,
2003
   December 31,
2002
    
  
Occupancy(D)         92.4 %   92.7 %    

Average rent per square foot(D)
 
 
 
$
32.26
 
$
30.70
 
 
 

Total sales volume (in millions)(E)
 
 
 
$
19,486
 
$
17,971
 
 
 

Comparable sales per square foot(E)
 
 
 
$
402
 
$
391
 
 
 

Total sales per square foot(E)
 
 
 
$
401
 
$
386
 
 
 

58

SIMON(A)(B)

Reconciliation of Net Income to FFO(F)

Unaudited

(In thousands, except as noted)

        The Company considers FFO a key measure of its operating performance that is not specifically defined by GAAP. The Company believes that FFO is helpful to investors because it is a widely recognized measure of the performance of REITs and it provides a relevant basis for comparison among REITs. The Company also uses this measure internally to measure the operating performance of the portfolio.

 
   Three Months Ended
December 31,
   Twelve Months Ended
December 31,
  
 
   2003
   2002(G)
   2003
   2002(G)
  
Net Income(H)(I)   $ 173,514   $ 111,991   $ 368,715   $ 422,588  
Plus: Limited partners' interest in the Operating Partnership and preferred distributions of the Operating Partnership     56,578     35,944     113,000     139,067  
Plus: Depreciation and amortization from combined consolidated properties and discontinued operations     124,830     126,623     499,737     478,379  
Plus: Simon's share of depreciation and amortization and other items from unconsolidated entities     38,907     42,563     147,629     150,217  
Plus: (Gain)/Loss on sales of real estate and discontinued operations     (48,062 )   8,372     (17,248 )   (162,011 )
Less: Management Company gain on sale of real estate, net     0     0     0     (8,400 )
Less: Minority interest portion of depreciation and amortization     (885 )   (2,268 )   (3,546 )   (7,943 )
Less: Preferred distributions and dividends     (11,629 )   (18,518 )   (67,182 )   (75,541 )
   
 
 
 
 
FFO of the Simon Portfolio   $ 333,253   $ 304,707   $ 1,041,105   $ 936,356  
   
 
 
 
 
FFO of the Simon Portfolio   $ 333,253   $ 304,707   $ 1,041,105   $ 936,356  
FFO Allocable to the LP Unitholders     (80,156 )   (78,462 )   (253,638 )   (245,352 )
   
 
 
 
 
Basic FFO Allocable to the Company     253,097     226,245     787,467     691,004  
Impact of Series A, B and C Preferred Stock Conversion & Option Exercise(J)     5,279     10,187     34,702     38,167  
   
 
 
 
 
Diluted FFO Allocable to the Company   $ 258,376   $ 236,432   $ 822,169   $ 729,171  
   
 
 
 
 
Basic Weighted Average Shares Outstanding     192,533     185,539     189,475     179,910  
Effect of Stock Options     935     654     824     672  
Impact of Series A Preferred 6.5% Convertible Stock     0     1     0     919  
Impact of Series B Preferred 6.5% Convertible Stock     9,299     12,491     11,686     12,491  
Impact of Series C Cumulative Preferred 7% Convertible Units     1,968     0     1,483     0  
   
 
 
 
 
Diluted Weighted Average Number of Equivalent Shares     204,735     198,685     203,468     193,992  
   
 
 
 
 
Basic FFO Per Share:                          
Basic FFO Allocable to the Company   $ 253,097   $ 226,245   $ 787,467   $ 691,004  
Basic Weighted Average Shares Outstanding     192,533     185,539     189,475     179,910  
Basic FFO per Share   $ 1.31   $ 1.22   $ 4.16   $ 3.84  
  Percent Increase     7.4 %         8.3 %      

Diluted FFO per Share:
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted FFO Allocable to the Company   $ 258,376   $ 236,432   $ 822,169   $ 729,171  
Diluted Weighted Average Number of Equivalent Shares     204,735     198,685     203,468     193,992  
Diluted FFO per Share   $ 1.26   $ 1.19   $ 4.04   $ 3.76  
  Percent Increase     5.9 %         7.4 %      

59


SIMON(A)(B)(C)

Combined Balance Sheets

(In thousands, except as noted)

 
   Unaudited
December 31,
2003
   December 31,
2002
  
ASSETS:              
  Investment properties, at cost   $ 14,971,823   $ 14,249,615  
    Less—accumulated depreciation     2,556,578     2,222,242  
   
 
 
      12,415,245     12,027,373  
  Cash and cash equivalents     535,623     397,129  
  Tenant receivables and accrued revenue, net     305,200     311,361  
  Notes and advances receivable from Management Company and affiliates     —     75,105  
  Investment in unconsolidated entities, at equity     1,811,773     1,665,654  
  Deferred costs, other assets, and minority interest, net     616,880     427,880  
   
 
 
    Total assets   $ 15,684,721   $ 14,904,502  
   
 
 

LIABILITIES:
 
 
 
 
 
 
 
  Mortgages and other indebtedness   $ 10,266,388   $ 9,546,081  
  Accounts payable, accrued expenses and deferred revenue     667,610     624,505  
  Cash distributions and losses in partnerships and joint ventures, at equity     14,412     13,898  
  Other liabilities, minority interest and accrued dividends     280,414     228,508  
   
 
 
    Total liabilities     11,228,824     10,412,992  
   
 
 

COMMITMENTS AND CONTINGENCIES
 
 
 
 
 
 
 

LIMITED PARTNERS' INTEREST IN THE OPERATING PARTNERSHIP
 
 
859,050
 
 
872,925
 
LIMITED PARTNERS' PREFERRED INTEREST IN THE OPERATING PARTNERSHIP     258,220     150,852  

SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
CAPITAL STOCK OF SIMON PROPERTY GROUP, INC. (750,000,000 total shares authorized, $.0001 par value, 237,996,000 shares of excess common stock):
 
 
 
 
 
 
 
   
All series of preferred stock, 100,000,000 shares authorized, 12,078,012 and 16,830,057 issued and outstanding, respectively. Liquidation values $376,950 and $858,006, respectively.
 
 
367,483
 
 
814,254
 
    Common stock, $.0001 par value, 400,000,000 shares authorized, 200,876,552 and 184,438,095 issued, respectively     20     18  
    Class B common stock, $.0001 par value, 12,000,000 shares authorized, 3,200,000 issued and outstanding     1     1  
    Class C common stock, $.0001 par value, 4,000 shares authorized, issued and outstanding     —     —  
 
Capital in excess of par value
 
 
4,121,332
 
 
3,686,161
 
  Accumulated deficit     (1,097,317 )   (961,338 )
  Accumulated other comprehensive income     12,586     (8,109 )
  Unamortized restricted stock award     (12,960 )   (10,736 )
  Common stock held in treasury at cost, 2,098,555 shares     (52,518 )   (52,518 )
   
 
 
    Total shareholders' equity     3,338,627     3,467,733  
   
 
 
    $ 15,684,721   $ 14,904,502  
   
 
 

60


SIMON

Joint Venture Statements of Operations

Unaudited

(In thousands, except as noted)

 
   For the Three Months Ended
December 31,
   For the Twelve Months Ended
December 31,
  
 
   2003
   2002
   2003
   2002
  
REVENUE:                          
Minimum rent   $ 251,098   $ 227,453   $ 900,390   $ 805,537  
Overage rent     16,696     15,969     31,086     29,279  
Tenant reimbursements     129,175     115,338     468,049     406,856  
Other income     51,878     20,223     198,512     55,375  
   
 
 
 
 
  Total revenue     448,847     378,983     1,598,037     1,297,047  

EXPENSES:
 
 
 
 
 
 
 
 
 
 
 
 
 
Property operating     98,410     54,683     312,911     210,051  
Depreciation and amortization     75,932     63,658     272,746     234,264  
Real estate taxes     35,736     34,371     140,261     126,390  
Repairs and maintenance     18,839     22,458     75,691     69,853  
Advertising and promotion     17,961     14,964     45,435     38,656  
Provision for credit losses     (670 )   5,211     8,684     9,131  
Other     11,644     14,350     70,008     34,466  
   
 
 
 
 
  Total operating expenses     257,852     209,695     925,736     722,811  

OPERATING INCOME
 
 
190,995
 
 
169,288
 
 
672,301
 
 
574,236
 
Interest expense     93,752     89,316     364,740     337,119  
   
 
 
 
 
Income Before Minority Interest and Unconsolidated Entities     97,243     79,972     307,561     237,117  
Income from unconsolidated entities     1,184     3,222     8,393     3,062  
Minority interest     (115 )   (362 )   (654 )   (751 )
   
 
 
 
 
Income from Continuing Operations     98,312     82,832     315,300     239,428  
Income from discontinued joint venture interests(K)     —     700     1,295     16,063  
   
 
 
 
 
NET INCOME   $ 98,312   $ 83,532   $ 316,595   $ 255,491  
   
 
 
 
 
Third-party investors' share of Net Income   $ 62,148   $ 48,914   $ 190,535   $ 150,161  
   
 
 
 
 
Our share of Net Income     36,164     34,618     126,060     105,330  
Amortization of Excess Investment     7,508     9,432     26,415     26,635  
   
 
 
 
 
Income from Unconsolidated Joint Ventures   $ 28,656   $ 25,186   $ 99,645   $ 78,695  
   
 
 
 
 

61


SIMON

Joint Venture Balance Sheets

Unaudited

(In thousands, except as noted)

 
   December 31,
2003
   December 31,
2002
ASSETS:            
  Investment properties, at cost   $ 10,239,929   $ 8,160,065
  Less—accumulated depreciation     1,798,564     1,327,751
   
 
      8,441,365     6,832,314
 
Cash and cash equivalents
 
 
308,781
 
 
199,634
  Tenant receivables     262,893     199,675
  Investment in unconsolidated entities     94,853     6,966
  Other assets     227,485     190,561
   
 
    Total assets   $ 9,335,377   $ 7,429,150
   
 

LIABILITIES AND PARTNERS' EQUITY:
 
 
 
 
 
 
  Mortgages and other notes payable   $ 6,643,052   $ 5,306,465
  Accounts payable and accrued expenses     310,190     289,793
  Other liabilities     74,206     66,090
   
 
    Total liabilities     7,027,448     5,662,348
   
 
  Preferred units     152,450     125,000
  Partners' equity     2,155,479     1,641,802
   
 
    Total liabilities and partners' equity   $ 9,335,377   $ 7,429,150
   
 
Our Share of:            
Total assets   $ 3,861,497   $ 3,123,011
   
 
Partners' equity   $ 885,149   $ 724,511
Add: Excess Investment, net     912,212     831,728
   
 
Our net investment in joint ventures   $ 1,797,361   $ 1,556,239
   
 
Mortgages and other notes payable   $ 2,739,630   $ 2,279,609
   
 

        Excess Investment represents the unamortized difference of our investment over our share of the equity in the underlying net assets of the partnerships and joint ventures acquired. We amortize excess investment over the life of the related Properties, typically 35 years, and the amortization is included in income from unconsolidated entities.

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SIMON(A)

Footnotes to Financial Statements

Unaudited

Notes:

(A)
On December 31, 2002, Simon Property Group, Inc. merged with its paired share affiliate, SPG Realty Consultants, Inc. The Statements of Operations and Balance Sheets represent the combined, condensed financial statements of Simon Property Group, Inc. and SPG Realty Consultants, Inc. for 2002.

(B)
The results reflect the acquisition of assets from Rodamco North America N.V. on May 3, 2002. The portfolio acquired by Simon consists primarily of interests in 13 high-quality, highly productive regional malls in the United States.

(C)
On January 1, 2003, the Company's partnership subsidiary, Simon Property Group, L.P., acquired all of the remaining equity interests of M.S. Management Associates, Inc. ("MSM"). MSM provides management, leasing and other services for certain of the Company's properties. MSM is now a wholly owned consolidated taxable REIT subsidiary ("TRS") of Simon Property Group, L.P. As of January 1, 2003, financial results of MSM are reported on the consolidated method. New line items on the Statements of Operations as a result of the consolidation are: Management fees and other revenue, Home and regional office costs, General and administrative expense, and Income tax expense of taxable REIT subsidiaries. In prior years, a portion of Home and regional office costs and General and administrative expense incurred by MSM was allocated to the consolidated properties and reported as Property operating expense. Effective with the consolidation of MSM, this allocation is eliminated in 2003 and the allocations in 2002 have been reclassified to conform with the current year presentation. Home and regional office costs include salary and benefits, office rent, office expenses and information services expenses incurred in the Company's home office and regional offices. General and administrative expense represents the costs of operating as a public company and includes such items as stock exchange fees, public and investor relations expenses, executive officers' compensation expenses, audit fees, and legal fees.

(D)
Includes mall and freestanding stores.

(E)
Based on the standard definition of sales for regional malls adopted by the International Council of Shopping Centers, which includes only mall and freestanding stores.

(F)
As defined by NAREIT, FFO is 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 real estate, 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 change or resulting from the sale of depreciable 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.

(G)
FFO for the quarter ended December 31, 2002 has been restated for the adoption of SFAS 141 and SFAS 142 to reflect the fair market value of leases from acquisitions, increasing FFO by $5.0 million or $0.02 per share. FFO for the twelve months ended December 31, 2002, has been

63

(H)
Includes our share of gains on land sales of $18.3 million and $11.1 million for the three months ended December 31, 2003 and 2002, respectively, and $42.0 million and $39.4 million for the twelve months ended December 31, 2003 and 2002, respectively.

(I)
Includes our share of straight-line adjustments to minimum rent of $1.6 million and $3.4 million for the three months ended December 30, 2003 and 2002, respectively, and $6.1 million and $10.2 million for the twelve months ended December 31, 2003 and 2002, respectively.

(J)
Includes dividends of Series A, B and C Preferred Stock allocable to the Company as well as increased allocation of FFO to the Company as a result of assumed increase in the number of common shares outstanding. The Series A shares impacted only the 2002 results as they were converted during 2002.

(K)
Discontinued Joint Venture Interests represent those partnership interests that have been sold or consolidated. Consolidation occurs when the Company acquires an additional ownership interest in a joint venture and has, as a result, gained control of the joint venture. These interests have been separated from operational interests to present comparative results of operations for those joint ventures held as of December 31, 2003.

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QuickLinks

SIMON(A)(B)(C) Combined Statements of Operations Unaudited (In thousands, except as noted)
SIMON(A)(B) Per Share Data and Selected Mall Operating Statistics Unaudited
SIMON(A)(B)(C) Combined Balance Sheets (In thousands, except as noted)
SIMON Joint Venture Statements of Operations Unaudited (In thousands, except as noted)
SIMON Joint Venture Balance Sheets Unaudited (In thousands, except as noted)
SIMON(A) Footnotes to Financial Statements Unaudited