
|
CONTACTS: |
|
|
|
|
Shelly Doran |
|
317.685.7330 |
Investors |
|
Les Morris |
|
317.263.7711 |
Media |
FOR IMMEDIATE RELEASE
SIMON PROPERTY GROUP ANNOUNCES SECOND QUARTER RESULTS
AND QUARTERLY DIVIDENDS
Indianapolis, IndianaJuly 30, 2007...Simon Property Group, Inc. (the Company or Simon) (NYSE:SPG) today announced results for the quarter ended June 30, 2007:
· Funds from operations (FFO) of the Simon portfolio for the quarter increased 4.1% to $373.0 million from $358.4 million in the second quarter of 2006. On a diluted per share basis the increase was 4.0% to $1.31 from $1.26 in 2006. FFO of the Simon portfolio for the six months increased 6.7% to $765.4 million from $717.3 million in 2006. On a diluted per share basis the increase was 6.3% to $2.68 per share from $2.52 per share in 2006.
· Net income available to common stockholders for the quarter decreased 27.7% to $59.9 million from $82.9 million in the second quarter of 2006. On a diluted per share basis the decrease was 27.0% to $0.27 from $0.37 in 2006. Net income available to common stockholders for the six months decreased 15.3% to $158.3 million from $186.9 million in 2006. On a diluted per share basis the decrease was 15.5% to $0.71 per share from $0.84 per share in 2006. The decrease in net income for the quarter and six months is primarily attributable to higher gains recognized in 2006 on the sale of interests in unconsolidated entities than in 2007 and lower income from unconsolidated entities in 2007. Income from unconsolidated entities was lower in the second quarter of 2007 than the year earlier period primarily as a result of increased depreciation expense attributable to the acquisition of the Mills portfolio of assets.
|
|
|
As of |
|
As of |
|
Change |
|
||||||
|
Occupancy |
|
|
|
|
|
|
|
|
|
|
|
||
|
Regional Malls(1) |
|
|
92.0 |
% |
|
|
91.6 |
% |
|
40 basis point increase |
|
||
|
Premium Outlet Centers®(2) |
|
|
99.4 |
% |
|
|
99.4 |
% |
|
unchanged |
|
||
|
Community/Lifestyle Centers(2) |
|
|
92.9 |
% |
|
|
89.7 |
% |
|
320 basis point increase |
|
||
|
Comparable Sales per Sq. Ft. |
|
|
|
|
|
|
|
|
|
|
|
||
|
Regional Malls(3) |
|
|
$ |
489 |
|
|
|
$ |
468 |
|
|
4.5% increase |
|
|
Premium Outlet Centers(2) |
|
|
$ |
492 |
|
|
|
$ |
453 |
|
|
8.6% increase |
|
|
Average Rent per Sq. Ft. |
|
|
|
|
|
|
|
|
|
|
|
||
|
Regional Malls(1) |
|
|
$ |
36.51 |
|
|
|
$ |
35.10 |
|
|
4.0% increase |
|
|
Premium Outlet Centers(2) |
|
|
$ |
25.11 |
|
|
|
$ |
23.78 |
|
|
5.6% increase |
|
|
Community/Lifestyle Centers(2) |
|
|
$ |
12.03 |
|
|
|
$ |
11.65 |
|
|
3.3% increase |
|
(1) For mall and freestanding stores.
(2) For all owned gross leasable area (GLA).
(3) For mall and freestanding stores with less than 10,000 square feet.
61
Today the Company announced a quarterly common stock dividend of $0.84 per share. This dividend will be paid on August 31, 2007 to stockholders of record on August 17, 2007.
The Company also declared dividends on its three outstanding issues of preferred stock:
· 7.89% Series G Cumulative Preferred (NYSE:SPGPrG) dividend of $0.98625 per share is payable on September 28, 2007 to stockholders of record on September 14, 2007.
· 6% Series I Convertible Perpetual Preferred (NYSE:SPGPrI) dividend of $0.75 per share is payable on August 31, 2007 to stockholders of record on August 17, 2007.
· 8 3/8% Series J Cumulative Redeemable Preferred (NYSE:SPGPrJ) dividend of $1.046875 per share is payable on September 28, 2007 to stockholders of record on September 14, 2007.
Common Stock Repurchase Program
On July 26, 2007, the Company announced that its Board of Directors had authorized a common stock repurchase program. Under the program, the Company may purchase up to $1 billion of its common stock over the next 24 months as market conditions warrant. The shares may be repurchased in the open market or in privately negotiated transactions.
Today the Company increased its guidance for 2007. The Company expects diluted FFO to be within a range of $5.83 to $5.88 per share for the year ending December 31, 2007, and diluted net income available to common stockholders to be within a range of $1.58 to $1.63 per share.
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.
For the year ending December 31, 2007
|
|
|
Low End |
|
High End |
|
||
|
Estimated diluted net income available to common stockholders per share |
|
$ |
1.58 |
|
$ |
1.63 |
|
|
Depreciation and amortization including our share of joint ventures |
|
4.36 |
|
4.36 |
|
||
|
Impact of additional dilutive securities |
|
(0.11 |
) |
(0.11 |
) |
||
|
Estimated diluted FFO per share |
|
$ |
5.83 |
|
$ |
5.88 |
|
During June and July of 2007, the Company opened the 48,000 square foot small shop retail component and the residential component of 150 luxury apartments at The Village at SouthParka mixed-use project located adjacent to the highly successful SouthPark in Charlotte, North Carolina. Crate & Barrel opened in November of 2006.
In late July, the Company commenced construction on Jersey Shore Premium Outlets, a 435,000 square foot upscale manufacturers outlet center in Tinton Falls, New Jersey. The center is scheduled to open in the fall of 2008.
The Company continues construction on:
· Palms Crossinga 396,000 square foot community center in McAllen, Texas. The first phase of the center is scheduled to open in November of 2007.
62
· Philadelphia Premium Outletsa 425,000 square foot upscale manufacturers outlet center in Limerick, Pennsylvania, 35 miles northwest of Philadelphia. The center is scheduled to open in November of 2007.
· Pier Parka 920,000 square foot community/lifestyle center in Panama City Beach, Florida. Target and a 16-screen theater have already opened at the center. The remainder of the project is scheduled to open in March of 2008.
· Hamilton Town Centera 950,000 square foot open-air retail center in Noblesville, Indiana. The 690,000 square foot first phase of the center is scheduled to open in May of 2008.
· Houston Premium Outletsa 433,000 square foot upscale manufacturers outlet center in Houston, Texas. The center is scheduled to open in May of 2008.
Recent international activities include:
· On April 4th, Gallerie Commerciali Italia (GCI), Simons Italian joint venture partnership with Groupe Auchan, acquired the remaining 60% interest in the ventures shopping center in Giugliano (a suburb of Naples).
· On June 1st, the Companys Chelsea division opened Yeoju Premium Outlets, the first Premium Outlet Center in South Korea. The project is located on Expressway 50 approximately 36 miles southeast of Seoul in Gyeonggi Province. The 250,000 square-foot first phase of the project opened with 120 tenants. The center was 100% leased at opening, with approximately 90% of the center leased to international brands and the balance to Korean domestic brands. Population within a 40-mile radius of Yeoju Premium Outlets is approximately nine million people.
Yeoju Premium Outlets is the first project to be completed by Shinsegae Chelsea Co., Ltd., a joint venture between Simon (50%) and Shinsegae Co., Ltd. and Shinsegae International Co., Ltd. (together 50%). Shinsegae is one of Koreas leading retailers.
· On July 5th, the Companys Simon Ivanhoe joint venture completed the sale of five non-core assets in Poland. Proceeds approximated 183 million euros, net of debt and transaction costs. SPGs share of the gain is expected to be in excess of $70 million.
· On July 5th, the Companys Chelsea division opened Kobe-Sanda Premium Outlets, the sixth Premium Outlet Center in Japan and the second in the Kansai region. The project is located 22 miles north of downtown Kobe and 30 miles northwest of central Osaka. It is accessible via the regions three most heavily traveled major highwaysthe Chugoku Expressway, the Sanyo Expressway and the Rokko-kita Toll Road. The 195,000 square-foot first phase of the project opened 100% leased to 90 tenants. Approximately 70% of the center has been leased to international brands and the balance to Japanese domestic brands. The population within a 30-mile radius is approximately 13 million people.
Kobe-Sanda Premium Outlets was developed by Chelsea Japan Co., Ltd., a joint venture of Simon Property Group (40% interest), Mitsubishi Estate Co., Ltd. and Sojitz Corporation (each 30%), and brings the joint ventures operating portfolio of Premium Outlet Centers to 1.6 million square feet of gross leasable area.
· On July 26th, the Company announced that the Porta di Roma shopping center in Rome, Italy opened to the public. The center is located on the north side of Rome adjacent to the Grande Annulare, the peripheral highway which circles the city. The 1.3 million square foot center (Italys largest shopping center) opened 97% leased and is anchored by Auchan, LeRoy Merlin, IKEA and
63
a 14-screen UGC Movie Theatre. The centers 210 small shops have been leased to significant national and international retailers. The trade area for Porta di Roma contains approximately 1.3 million people.
The center is the joint development of the Lamaro Group, a major Rome-based construction and development organization, and GCI. GCI owns 40% of this project.
Development projects:
· Construction continues on three shopping center projects in Italy, fully or partially owned by GCI. Two of the shopping centers are expected to open in 2007 and are located in Cinisello (Milan) and Nola (Naples). Another project, located in Argine (Naples), is scheduled to open in late 2008. After the opening of these three projects, GCI will own interests in 45 shopping centers in Italy comprising approximately 10.6 million square feet of gross leasable area.
· Construction also continues on four projects in China located in Changshu, Hangzhou, Suzhou, and Zhengzhou. The centers range in size from 300,000 to 720,000 square feet and will be anchored by Wal-Mart. 2008 openings are scheduled for Changshu, Hangzhou, and Zhengzhou, followed by an anticipated fall 2009 opening for Suzhou. The Company expects to begin construction on a 5th center, in Hefei, by year-end 2007 for a 2009 opening. Simon owns 32.5% of these projects through its partnership with Morgan Stanley Real Estate Fund and Shenzhen International Trust and Investment Company CP.
On March 29th, the Company announced the successful completion of the $25.25 per share cash tender offer for all outstanding shares of common stock of The Mills Corporation by SPG-FCM Ventures, LLC, a joint venture between an entity owned by Simon and funds managed by Farallon Capital Management, L.L.C. On April 3rd, the acquisition by SPG-FCM Ventures, LLC was completed by means of a merger of a subsidiary of SPG-FCM Ventures and The Mills Corporation.
The Mills portfolio of assets consists primarily of two distinctive types of assetsregional malls and The Mills®. The Mills® are centers that typically comprise over one million square feet of gross leasable area with a combination of traditional mall, outlet center and big box retailers and entertainment uses, all focused on delivering value for the consumer. The Mills portfolio of assets is included in the Companys financial statements as joint venture assets.
Recent and anticipated capital market activities related to the Mills transaction are as follows:
· Seven of the portfolio assets were refinanced, totaling $2.3 billion and generating $962 million of excess net loan proceeds at an average rate of 5.78%.
· A senior corporate credit facility was completed, raising $925 million at Libor plus 125 basis points.
· An announced liquidation of The Mills Corporation is expected to occur on August 1, 2007this will include the concurrent liquidation of the five outstanding series of Mills preferred stock.
Effective July 1, 2007, Simon also completed the transfer of all accounting and financial operations related to the Mills portfolio to Simons Indianapolis headquarters.
The Company will provide an online simulcast of its quarterly conference call at www.simon.com (Investor Relations 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 Daylight Time today, July 30, 2007. An
64
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 shortly after completion of the call.
The Company will publish a supplemental information package which will be available at www.simon.com in the Investor Relations 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.
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 and uncertainties. Those risks and uncertainties include, but are not limited to: the Companys ability to meet debt service requirements, the availability of financing, changes in the Companys credit rating, changes in market rates of interest and foreign exchange rates for foreign currencies, the ability to hedge interest rate risk, risks associated with the acquisition, development and expansion 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, impact of terrorist activities, inflation and maintenance of REIT status. 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 that could cause the Companys actual results to differ materially from the forward-looking statements that the Company makes. The Company may update that discussion in its periodic reports, but otherwise the Company undertakes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.
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 (REITs) and provides a relevant basis for comparison among REITs. The Company determines FFO in accordance with the definition set forth by the National Association of Real Estate Investment Trusts (NAREIT).
Simon Property Group, Inc. is an S&P 500 company and the largest public U.S. real estate company. Simon is a fully integrated real estate company which operates from five retail real estate platforms: regional malls, Premium Outlet Centers®, The Mills®, community/lifestyle centers and international properties. It currently owns or has an interest in 380 properties comprising 258 million square feet of gross leasable area in North America, Europe and Asia. The Company is headquartered in Indianapolis, Indiana and employs more than 4,500 people worldwide. Simon Property Group, Inc. is publicly traded on the NYSE under the symbol SPG and has a current total market capitalization of approximately $50 billion. For further information, visit the Companys website at www.simon.com.
65
SIMON
Consolidated Statements of Operations
Unaudited
(In thousands)
|
|
|
For the Three |
|
For the Six |
|
||||||||
|
|
|
June 30, |
|
June 30, |
|
||||||||
|
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
||||
|
REVENUE: |
|
|
|
|
|
|
|
|
|
||||
|
Minimum rent |
|
$ |
522,086 |
|
$ |
485,826 |
|
$ |
1,032,951 |
|
$ |
973,914 |
|
|
Overage rent |
|
18,634 |
|
15,297 |
|
36,526 |
|
31,356 |
|
||||
|
Tenant reimbursements |
|
237,984 |
|
226,777 |
|
468,597 |
|
447,812 |
|
||||
|
Management fees and other revenues |
|
17,542 |
|
19,399 |
|
38,417 |
|
39,568 |
|
||||
|
Other income |
|
59,686 |
|
51,439 |
|
131,582 |
|
93,737 |
|
||||
|
Total revenue |
|
855,932 |
|
798,738 |
|
1,708,073 |
|
1,586,387 |
|
||||
|
EXPENSES: |
|
|
|
|
|
|
|
|
|
||||
|
Property operating |
|
112,122 |
|
107,257 |
|
221,349 |
|
213,204 |
|
||||
|
Depreciation and amortization |
|
230,611 |
|
211,363 |
|
445,882 |
|
420,810 |
|
||||
|
Real estate taxes |
|
79,063 |
|
70,404 |
|
158,245 |
|
152,209 |
|
||||
|
Repairs and maintenance |
|
28,744 |
|
24,839 |
|
57,751 |
|
50,794 |
|
||||
|
Advertising and promotion |
|
20,410 |
|
20,541 |
|
39,294 |
|
37,943 |
|
||||
|
Provision for credit losses |
|
1,424 |
|
4,466 |
|
1,966 |
|
4,460 |
|
||||
|
Home and regional office costs |
|
29,270 |
|
32,652 |
|
62,969 |
|
62,988 |
|
||||
|
General and administrative |
|
6,119 |
|
5,005 |
|
10,018 |
|
9,498 |
|
||||
|
Other |
|
14,618 |
|
12,162 |
|
28,082 |
|
25,228 |
|
||||
|
Total operating expenses |
|
522,381 |
|
488,689 |
|
1,025,556 |
|
977,134 |
|
||||
|
OPERATING INCOME |
|
333,551 |
|
310,049 |
|
682,517 |
|
609,253 |
|
||||
|
Interest expense |
|
(243,654 |
) |
(200,743 |
) |
(466,132 |
) |
(404,815 |
) |
||||
|
Minority interest in income of consolidated entities |
|
(3,136 |
) |
(3,433 |
) |
(6,046 |
) |
(4,358 |
) |
||||
|
Income tax expense of taxable REIT subsidiaries |
|
528 |
|
(3,220 |
) |
(757 |
) |
(4,859 |
) |
||||
|
Income from unconsolidated entities, net |
|
7,459 |
|
19,882 |
|
29,232 |
|
49,805 |
|
||||
|
Gain on sale of
interests in unconsolidated entities, |
|
500 |
|
7,599 |
|
500 |
|
41,949 |
|
||||
|
Limited Partners
interest in the Operating |
|
(15,448 |
) |
(21,924 |
) |
(41,326 |
) |
(49,478 |
) |
||||
|
Preferred distributions of the Operating Partnership |
|
(5,597 |
) |
(6,928 |
) |
(10,836 |
) |
(13,754 |
) |
||||
|
Income from continuing operations |
|
74,203 |
|
101,282 |
|
187,152 |
|
223,743 |
|
||||
|
Discontinued operations, net of Limited Partners interest |
|
17 |
|
(107 |
) |
(145 |
) |
44 |
|
||||
|
Gain on sale of discontinued operations, net of Limited Partners interest |
|
|
|
88 |
|
|
|
66 |
|
||||
|
NET INCOME |
|
74,220 |
|
101,263 |
|
187,007 |
|
223,853 |
|
||||
|
Preferred dividends |
|
(14,303 |
) |
(18,395 |
) |
(28,709 |
) |
(36,968 |
) |
||||
|
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS |
|
$ |
59,917 |
|
$ |
82,868 |
|
$ |
158,298 |
|
$ |
186,885 |
|
66
SIMON
Per Share Data
Unaudited
|
|
|
For the Three |
|
For the Six |
|
||||||||
|
|
|
June 30, |
|
June 30, |
|
||||||||
|
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
||||
|
Basic Earnings Per Common Share: |
|
|
|
|
|
|
|
|
|
||||
|
Income from continuing operations |
|
$ |
0.27 |
|
$ |
0.37 |
|
$ |
0.71 |
|
$ |
0.85 |
|
|
Discontinued operationsresults of operations and gain on sale, net |
|
|
|
|
|
|
|
|
|
||||
|
Net income available to common stockholders |
|
$ |
0.27 |
|
$ |
0.37 |
|
$ |
0.71 |
|
$ |
0.85 |
|
|
Percentage Change |
|
-27.0 |
% |
|
|
-16.5 |
% |
|
|
||||
|
Diluted Earnings Per Common Share: |
|
|
|
|
|
|
|
|
|
||||
|
Income from continuing operations |
|
$ |
0.27 |
|
$ |
0.37 |
|
$ |
0.71 |
|
$ |
0.84 |
|
|
Discontinued operationsresults of operations and gain on sale, net |
|
|
|
|
|
|
|
|
|
||||
|
Net income available to common stockholders |
|
$ |
0.27 |
|
$ |
0.37 |
|
$ |
0.71 |
|
$ |
0.84 |
|
|
Percentage Change |
|
-27.0 |
% |
|
|
-15.5 |
% |
|
|
||||
67
SIMON
Consolidated Balance Sheets
Unaudited
(In thousands, except as noted)
|
|
|
June 30, |
|
December 31, |
|
||
|
|
|
2007 |
|
2006 |
|
||
|
ASSETS: |
|
|
|
|
|
||
|
Investment properties, at cost |
|
$ |
23,631,847 |
|
$ |
22,863,963 |
|
|
Lessaccumulated depreciation |
|
4,971,424 |
|
4,606,130 |
|
||
|
|
|
18,660,423 |
|
18,257,833 |
|
||
|
Cash and cash equivalents |
|
381,175 |
|
929,360 |
|
||
|
Tenant receivables and accrued revenue, net |
|
324,776 |
|
380,128 |
|
||
|
Investment in unconsolidated entities, at equity |
|
1,852,819 |
|
1,526,235 |
|
||
|
Deferred costs and other assets |
|
1,132,490 |
|
990,899 |
|
||
|
Notes receivable from related parties |
|
532,580 |
|
|
|
||
|
Total assets |
|
$ |
22,884,263 |
|
$ |
22,084,455 |
|
|
LIABILITIES: |
|
|
|
|
|
||
|
Mortgages and other indebtedness |
|
$ |
16,438,845 |
|
$ |
15,394,489 |
|
|
Accounts payable, accrued expenses, intangibles, and deferred revenue |
|
1,113,213 |
|
1,109,190 |
|
||
|
Cash distributions and losses in partnerships and joint ventures, at equity |
|
232,802 |
|
227,588 |
|
||
|
Other liabilities, minority interest and accrued dividends |
|
188,327 |
|
178,250 |
|
||
|
Total liabilities |
|
17,973,187 |
|
16,909,517 |
|
||
|
COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
||
|
LIMITED PARTNERS INTEREST IN THE OPERATING PARTNERSHIP |
|
773,963 |
|
837,836 |
|
||
|
LIMITED PARTNERS PREFERRED INTEREST IN THE OPERATING PARTNERSHIP |
|
310,241 |
|
357,460 |
|
||
|
STOCKHOLDERS 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, 17,819,267 and 17,578,701 issued and outstanding, respectively, and with liquidation values of $890,963 and $878,935, respectively |
|
897,255 |
|
884,620 |
|
||
|
Common stock, $.0001 par value, 400,000,000 shares authorized, 227,511,348 and 225,797,566 issued and outstanding, respectively |
|
23 |
|
23 |
|
||
|
Class B common stock, $.0001 par value, 12,000,000 shares authorized, 8,000 issued and outstanding |
|
|
|
|
|
||
|
Class C common stock, $.0001 par value, 4,000 shares authorized, issued and outstanding |
|
|
|
|
|
||
|
Capital in excess of par value |
|
5,028,287 |
|
5,010,256 |
|
||
|
Accumulated deficit |
|
(1,957,262 |
) |
(1,740,897 |
) |
||
|
Accumulated other comprehensive income |
|
22,906 |
|
19,239 |
|
||
|
Common stock held in treasury at cost, 4,125,332 and 4,378,495 shares, respectively |
|
(164,337 |
) |
(193,599 |
) |
||
|
Total stockholders equity |
|
3,826,872 |
|
3,979,642 |
|
||
|
Total liabilities and stockholders equity |
|
$ |
22,884,263 |
|
$ |
22,084,455 |
|
68
SIMON
Joint Venture Statements of Operations
Unaudited
(In thousands)
|
|
|
For the Three Months Ended |
|
For the Six Months Ended |
|
||||||||||
|
|
|
June 30, |
|
June 30, |
|
||||||||||
|
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
||||||
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
||||
|
Minimum rent |
|
$ |
447,346 |
|
|
$ |
258,692 |
|
|
$ |
717,275 |
|
$ |
508,637 |
|
|
Overage rent |
|
20,346 |
|
|
18,307 |
|
|
37,642 |
|
32,424 |
|
||||
|
Tenant reimbursements |
|
220,429 |
|
|
128,040 |
|
|
352,250 |
|
250,034 |
|
||||
|
Other income |
|
47,298 |
|
|
36,121 |
|
|
88,866 |
|
67,841 |
|
||||
|
Total revenue |
|
$ |
735,419 |
|
|
$ |
441,160 |
|
|
$ |
1,196,033 |
|
$ |
858,936 |
|
|
Operating Expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||
|
Property operating |
|
154,698 |
|
|
85,577 |
|
|
241,644 |
|
169,087 |
|
||||
|
Depreciation and amortization |
|
157,095 |
|
|
79,185 |
|
|
239,914 |
|
151,066 |
|
||||
|
Real estate taxes |
|
66,365 |
|
|
32,337 |
|
|
100,916 |
|
65,121 |
|
||||
|
Repairs and maintenance |
|
30,144 |
|
|
20,107 |
|
|
53,026 |
|
40,491 |
|
||||
|
Advertising and promotion |
|
15,341 |
|
|
6,952 |
|
|
23,045 |
|
13,541 |
|
||||
|
Provision for credit losses |
|
6,712 |
|
|
1,039 |
|
|
6,723 |
|
1,432 |
|
||||
|
Other |
|
42,651 |
|
|
36,432 |
|
|
68,364 |
|
60,156 |
|
||||
|
Total operating expenses |
|
473,006 |
|
|
261,629 |
|
|
733,632 |
|
500,894 |
|
||||
|
Operating Income |
|
$ |
262,413 |
|
|
$ |
179,531 |
|
|
$ |
462,401 |
|
$ |
358,042 |
|
|
Interest expense |
|
(238,349 |
) |
|
(102,117 |
) |
|
(345,505 |
) |
(201,733 |
) |
||||
|
Income (loss) from unconsolidated entities |
|
(3 |
) |
|
145 |
|
|
(87 |
) |
239 |
|
||||
|
Gain (loss) on sale of assets |
|
|
|
|
94 |
|
|
(4,759 |
) |
94 |
|
||||
|
Income from Continuing Operations |
|
$ |
24,061 |
|
|
$ |
77,653 |
|
|
$ |
112,050 |
|
$ |
156,642 |
|
|
Income from consolidated joint venture interests(A) |
|
|
|
|
2,671 |
(C) |
|
2,681 |
(C) |
5,588 |
(C) |
||||
|
Income from discontinued joint venture interests(A) |
|
159 |
(B) |
|
175 |
(B) |
|
176 |
(B) |
502 |
(B) |
||||
|
Gain on disposal or sale of discontinued operations, net |
|
19 |
|
|
21,151 |
|
|
19 |
|
20,704 |
|
||||
|
Net Income |
|
$ |
24,239 |
|
|
$ |
101,650 |
|
|
$ |
114,926 |
|
$ |
183,436 |
|
|
Third-Party Investors Share of Net Income |
|
$ |
6,027 |
|
|
$ |
59,863 |
|
|
$ |
60,672 |
|
$ |
109,439 |
|
|
Our Share of Net Income |
|
18,212 |
|
|
41,787 |
|
|
54,254 |
|
73,997 |
|
||||
|
Amortization of Excess Investment |
|
(10,753 |
) |
|
(12,374 |
) |
|
(25,022 |
) |
(24,892 |
) |
||||
|
Income from Beneficial Interests and Other, Net |
|
|
|
|
1,045 |
|
|
|
|
11,276 |
|
||||
|
Write-off of Investment Related to Properties Sold |
|
|
|
|
(2,977 |
) |
|
|
|
(2,977 |
) |
||||
|
Our Share of Net Gain Related to Properties Sold |
|
|
|
|
(7,599 |
) |
|
|
|
(7,599 |
) |
||||
|
Income from Unconsolidated Entities and Beneficial Interests, Net |
|
7,459 |
|
|
19,882 |
|
|
29,232 |
|
49,805 |
|
||||
69
SIMON
Joint Venture Balance Sheets
Unaudited
(In thousands)
|
|
June 30, |
|
December 31, |
|
|||
|
|
|
2007 |
|
2006 |
|
||
|
Assets: |
|
|
|
|
|
||
|
Investment properties, at cost |
|
$ |
20,638,350 |
|
$ |
10,669,967 |
|
|
Lessaccumulated depreciation |
|
2,918,983 |
|
2,206,399 |
|
||
|
|
|
17,719,367 |
|
8,463,568 |
|
||
|
Cash and cash equivalents |
|
839,368 |
|
354,620 |
|
||
|
Tenant receivables |
|
350,855 |
|
258,185 |
|
||
|
Investment in unconsolidated entities |
|
180,050 |
|
176,400 |
|
||
|
Deferred costs and other assets |
|
815,404 |
|
307,468 |
|
||
|
Total assets |
|
$ |
19,905,044 |
|
$ |
9,560,241 |
|
|
Liabilities and Partners Equity: |
|
|
|
|
|
||
|
Mortgages and other indebtedness |
|
$ |
15,529,347 |
|
$ |
8,055,855 |
|
|
Accounts payable, accrued expenses, and deferred revenue |
|
970,302 |
|
513,472 |
|
||
|
Other liabilities |
|
974,091 |
|
255,633 |
|
||
|
Total liabilities |
|
17,473,740 |
|
8,824,960 |
|
||
|
Preferred units |
|
67,450 |
|
67,450 |
|
||
|
Preferred stock |
|
639,695 |
|
|
|
||
|
Partners equity |
|
1,724,159 |
|
667,831 |
|
||
|
Total liabilities and partners equity |
|
$ |
19,905,044 |
|
$ |
9,560,241 |
|
|
Our Share of: |
|
|
|
|
|
||
|
Total assets |
|
$ |
8,162,161 |
|
$ |
4,113,051 |
|
|
Partners equity |
|
$ |
828,500 |
|
$ |
380,150 |
|
|
Add: Excess Investment(D) |
|
791,517 |
|
918,497 |
|
||
|
Our net Investment in Joint Ventures |
|
$ |
1,620,017 |
|
$ |
1,298,647 |
|
|
Mortgages and other indebtedness |
|
$ |
6,188,391 |
|
$ |
3,472,228 |
|
70
SIMON
Footnotes to Financial Statements
Unaudited
(A) Consolidation occurs when the Company acquires an additional ownership interest in a joint venture and, as a result, gains 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 June 30, 2007.
Discontinued joint venture interests represent assets and partnership interests that have been sold.
(B) Relates to the sale of Great Northeast Plaza, a community center, on April 25, 2006, and Metrocenter, a regional mall, in January 2005.
(C) As a result of the consolidation of Mall of Georgia during the fourth quarter of 2006 and Town Center at Cobb and Gwinnett Mall as of March 31, 2007, we reclassified our share of the pre-consolidation earnings from these properties.
(D) Excess investment represents the unamortized difference of the Companys 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.
71
SIMON
Reconciliation of Net Income to FFO(1)
Unaudited
(In thousands, except as noted)
|
|
For the Three Months Ended |
|
For the Six Months Ended |
|
|||||||||||||||||
|
|
|
June 30, |
|
June 30, |
|
||||||||||||||||
|
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
||||||||||||
|
Net Income(2)(3)(4)(5) |
|
|
$ |
74,220 |
|
|
|
$ |
101,263 |
|
|
|
$ |
187,007 |
|
|
|
$ |
223,853 |
|
|
|
Adjustments to Net Income to Arrive at FFO: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Limited Partners interest in the Operating Partnership and preferred distributions of the Operating Partnership |
|
|
21,045 |
|
|
|
28,852 |
|
|
|
52,162 |
|
|
|
63,232 |
|
|
||||
|
Limited Partners interest in discontinued operations |
|
|
3 |
|
|
|
(28 |
) |
|
|
(38 |
) |
|
|
12 |
|
|
||||
|
Depreciation and amortization from consolidated properties and discontinued operations |
|
|
226,853 |
|
|
|
210,448 |
|
|
|
439,341 |
|
|
|
423,990 |
|
|
||||
|
Simons share of depreciation and amortization from unconsolidated entities |
|
|
75,969 |
|
|
|
52,946 |
|
|
|
131,300 |
|
|
|
103,078 |
|
|
||||
|
Gain on sales of assets and interests in unconsolidated entities and discontinued operations, net of Limited Partners interest |
|
|
(2,880 |
) |
|
|
(7,687 |
) |
|
|
(500 |
) |
|
|
(42,015 |
) |
|
||||
|
Minority interest portion of depreciation and amortization |
|
|
(2,276 |
) |
|
|
(2,031 |
) |
|
|
(4,293 |
) |
|
|
(4,131 |
) |
|
||||
|
Preferred distributions and dividends |
|
|
(19,900 |
) |
|
|
(25,323 |
) |
|
|
(39,545 |
) |
|
|
(50,722 |
) |
|
||||
|
FFO of the Simon Portfolio |
|
|
$ |
373,034 |
|
|
|
$ |
358,440 |
|
|
|
$ |
765,434 |
|
|
|
$ |
717,297 |
|
|
|
Per Share Reconciliation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Diluted net income available to common stockholders per share |
|
|
$ |
0.27 |
|
|
|
$ |
0.37 |
|
|
|
$ |
0.71 |
|
|
|
$ |
0.84 |
|
|
|
Adjustments to net income to arrive at FFO: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Depreciation and amortization from consolidated properties and Simons share of depreciation and amortization from unconsolidated entities, net of minority interest portion of depreciation and amortization |
|
|
1.07 |
|
|
|
0.94 |
|
|
|
2.01 |
|
|
|
1.88 |
|
|
||||
|
Gain on sales of assets and interests in unconsolidated entities and discontinued operations, net of Limited Partners interest |
|
|
(0.01 |
) |
|
|
(0.03 |
) |
|
|
0.00 |
|
|
|
(0.15 |
) |
|
||||
|
Impact of additional dilutive securities for FFO per share |
|
|
(0.02 |
) |
|
|
(0.02 |
) |
|
|
(0.04 |
) |
|
|
(0.05 |
) |
|
||||
|
Diluted FFO per share |
|
|
$ |
1.31 |
|
|
|
$ |
1.26 |
|
|
|
$ |
2.68 |
|
|
|
$ |
2.52 |
|
|
|
Details for per share calculations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
FFO of the Simon Portfolio |
|
|
$ |
373,034 |
|
|
|
$ |
358,440 |
|
|
|
$ |
765,434 |
|
|
|
$ |
717,297 |
|
|
|
Adjustments for dilution calculation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Impact of preferred stock and preferred unit conversions and option exercises(6) |
|
|
13,072 |
|
|
|
14,121 |
|
|
|
25,888 |
|
|
|
28,315 |
|
|
||||
|
Diluted FFO of the Simon Portfolio |
|
|
386,106 |
|
|
|
372,561 |
|
|
|
791,322 |
|
|
|
745,612 |
|
|
||||
|
Diluted FFO allocable to unitholders |
|
|
(75,568 |
) |
|
|
(73,724 |
) |
|
|
(155,615 |
) |
|
|
(147,642 |
) |
|
||||
|
Diluted FFO allocable to common stockholders |
|
|
$ |
310,538 |
|
|
|
$ |
298,837 |
|
|
|
$ |
635,707 |
|
|
|
$ |
597,970 |
|
|
|
Basic weighted average shares outstanding |
|
|
223,399 |
|
|
|
220,990 |
|
|
|
222,936 |
|
|
|
220,787 |
|
|
||||
|
Adjustments for dilution calculation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Effect of stock options |
|
|
837 |
|
|
|
885 |
|
|
|
847 |
|
|
|
930 |
|
|
||||
|
Impact of Series C preferred unit conversion |
|
|
135 |
|
|
|
1,047 |
|
|
|
160 |
|
|
|
1,054 |
|
|
||||
|
Impact of Series I preferred unit conversion |
|
|
2,419 |
|
|
|
3,278 |
|
|
|
2,559 |
|
|
|
3,276 |
|
|
||||
|
Impact of Series I preferred stock conversion |
|
|
11,073 |
|
|
|
10,826 |
|
|
|
11,038 |
|
|
|
10,839 |
|
|
||||
|
Diluted weighted average shares outstanding |
|
|
237,863 |
|
|
|
237,026 |
|
|
|
237,540 |
|
|
|
236,886 |
|
|
||||
|
Weighted average limited partnership units outstanding |
|
|
57,883 |
|
|
|
58,474 |
|
|
|
58,148 |
|
|
|
58,488 |
|
|
||||
|
Diluted weighted average shares and units outstanding |
|
|
295,746 |
|
|
|
295,500 |
|
|
|
295,688 |
|
|
|
295,374 |
|
|
||||
|
Basic FFO per share |
|
|
$ |
1.33 |
|
|
|
$ |
1.28 |
|
|
|
$ |
2.72 |
|
|
|
$ |
2.57 |
|
|
|
Percent Increase |
|
|
3.9 |
% |
|
|
|
|
|
|
5.8 |
% |
|
|
|
|
|
||||
|
Diluted FFO per share |
|
|
$ |
1.31 |
|
|
|
$ |
1.26 |
|
|
|
$ |
2.68 |
|
|
|
$ |
2.52 |
|
|
|
Percent Increase |
|
|
4.0 |
% |
|
|
|
|
|
|
6.3 |
% |
|
|
|
|
|
||||
72
SIMON
Footnotes to Reconciliation of Net Income to FFO
Unaudited
Notes:
(1) The Company considers FFO a key measure of its operating performance that is not specifically defined by GAAP and believes that FFO is helpful to investors because it is a widely recognized measure of the performance of REITs and provides a relevant basis for comparison among REITs. The Company also uses this measure internally to measure the operating performance of the portfolio. The Companys computation of FFO may not be comparable to FFO reported by other REITs.
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 NAREITs 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.
(2) Includes the Companys share of gains on land sales of $3.7 million and $19.7 million for the three months ended June 30, 2007 and 2006, respectively, and $11.3 million and $26.3 million for the six months ended June 30, 2007 and 2006, respectively.
(3) Includes the Companys share of straight-line adjustments to minimum rent of $5.6 million and $1.5 million for the three months ended June 30, 2007 and 2006, respectively and $10.7 million and $5.3 million for the six months ended June 30, 2007 and 2006, respectively.
(4) Includes the Companys share of the fair market value of leases from acquisitions of $12.3 million and $17.8 million for the three months ended June 30, 2007 and 2006, respectively, and $26.2 million and $35.2 million for the six months ended June 20, 2007 and 2006, respectively.
(5) Includes the Companys share of debt premium amortization of $15.0 million and $6.7 million for the three months ended June 30, 2007 and 2006, respectively, and $22.0 million and $13.4 million for the six months ended June 30, 2007 and 2006, respectively.
(6) Includes dividends and distributions of Series I preferred stock and Series C and Series I preferred units.
73